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Annual Report - Mandarin Oriental Hotel Group

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<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> is an international hotel investment<br />

and management group with deluxe and first class hotels and resorts in sought-after<br />

destinations around the world. The <strong>Group</strong> now operates, or has under development,<br />

over 10,000 rooms in 23 countries with 16 hotels in Asia, 14 in The Americas and nine<br />

in Europe and North Africa. The <strong>Group</strong> has equity interests in many of its properties<br />

and net assets of approximately US$2.3 billion as at 31st December 2007.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>’s aim is to be recognized widely as the best global luxury hotel<br />

group, providing 21st century luxury with oriental charm in each of its hotels. This<br />

will be achieved by investing in the <strong>Group</strong>’s exceptional facilities and its people, while<br />

maximizing profitability and long-term shareholder value. The <strong>Group</strong> regularly receives<br />

recognition and awards for outstanding service and quality management. The strategy<br />

of the <strong>Group</strong> is to open the hotels currently under development, while continuing to<br />

seek further selective opportunities for expansion around the world.<br />

The parent company, <strong>Mandarin</strong> <strong>Oriental</strong> International Limited, is incorporated in<br />

Bermuda and has its primary listing in London, and further listings in Bermuda and<br />

Singapore. <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> International Limited, which operates<br />

from Hong Kong, manages the activities of the <strong>Group</strong>’s hotels. <strong>Mandarin</strong> <strong>Oriental</strong> is<br />

a member of the Jardine Matheson <strong>Group</strong>.


Contents<br />

01 Corporate Overview<br />

03 Corporate Information<br />

04 Highlights<br />

06 Chairman’s Statement<br />

08 <strong>Group</strong> Chief Executive’s Review<br />

14 Operating Summary<br />

16 Development Portfolio<br />

18 International Recognition<br />

0 Financial Review<br />

6 Directors’ Profiles<br />

8 Financial Statements<br />

74 Principal Subsidiaries, Associates, Joint Ventures and Managed <strong>Hotel</strong>s<br />

76 Independent Auditor’s <strong>Report</strong><br />

77 Five Year Summary<br />

78 Corporate Governance<br />

83 Shareholder Information<br />

84 <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> Contact Addresses<br />

86 Sales and Reservations Offices<br />

<strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Corporate Information<br />

Directors<br />

Simon Keswick Chairman<br />

A J L Nightingale Managing Director<br />

Edouard Ettedgui <strong>Group</strong> Chief Executive<br />

Jonathan Gould<br />

Mark Greenberg<br />

Julian Hui<br />

Henry Keswick<br />

R C Kwok<br />

Lord Leach of Fairford<br />

Dr Richard Lee<br />

Robert Léon<br />

Sydney S W Leong<br />

Lord Powell of Bayswater KCMG<br />

James Watkins<br />

Percy Weatherall<br />

John R Witt<br />

Company Secretary and<br />

Registered Office<br />

C H Wilken<br />

Jardine House<br />

33–35 Reid Street<br />

Hamilton, Bermuda<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong><br />

International Limited<br />

Directors<br />

A J L Nightingale Chairman<br />

Edouard Ettedgui <strong>Group</strong> Chief Executive<br />

Jonathan Gould<br />

Mark Greenberg<br />

A R R Hirst<br />

M H Hobson<br />

W Hültner<br />

L R Lambert<br />

James Riley<br />

T L Stinson<br />

John R Witt Chief Financial Officer<br />

Corporate Secretary<br />

N M McNamara<br />

<strong>Annual</strong> <strong>Report</strong> 2007 3


Highlights<br />

<strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

u Strong contribution from Hong Kong hotels<br />

u Eight new hotel projects announced, including Beijing and Paris<br />

u Full-year dividend per share increased by 100% to US¢6.00<br />

Results<br />

2007 2006 Change<br />

US$m US$m %<br />

Combined total revenue of hotels under management 1 1,007.7 850.3 19<br />

Earnings before interest, tax, depreciation and amortization 2 190.2 116.4 63<br />

Profit attributable to shareholders 108.2 80.0 35<br />

Profit attributable to shareholders – excluding gains on disposal<br />

and writeback of impairment of an associate 87.1 45.0 94<br />

US¢ US¢ %<br />

Earnings per share 11.16 8.28 35<br />

Earnings per share – excluding gains on disposal and writeback<br />

of impairment of an associate 8.98 4.66 93<br />

Dividends per share 6.00 3.00 100<br />

US$ US$ %<br />

Net asset value per share 1.18 1.03 15<br />

Net asset value per share with leasehold properties at valuation 3 2.34 1.78 31<br />

1 Combined revenue includes turnover of the <strong>Group</strong>’s subsidiary hotels in addition to 100% of revenue from associate, joint venture and<br />

managed hotels.<br />

2 EBITDA does not include gains on disposal and writeback of impairment of an associate.<br />

3 The net asset value per share with leasehold properties at valuation has been presented after adjusting for the market value of the <strong>Group</strong>’s<br />

leasehold interests. International Financial <strong>Report</strong>ing Standards (‘IFRS’) do not permit leasehold interests of owner-occupied land to be<br />

carried at valuation. The <strong>Group</strong> considers that the IFRS treatment does not reflect the economic substance of its underlying property<br />

investments. Therefore, the <strong>Group</strong> has presented the net asset value per share taking into account the fair market value of leasehold<br />

interests as supplementary financial information in addition to the net asset value per share in accordance with IFRS.<br />

4 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Combined total revenue<br />

by geographical area<br />

US$m<br />

541.2<br />

126.0<br />

114.3<br />

214.7<br />

86.2<br />

667.3<br />

173.5<br />

815.4<br />

204.5<br />

850.3<br />

172.6<br />

1,007.7<br />

267.9<br />

03 04 05 06 07<br />

Hong Kong & Macau<br />

Other Asia<br />

The Americas<br />

Europe<br />

124.5<br />

259.2<br />

110.1<br />

157.0<br />

330.6<br />

123.3<br />

261.1<br />

291.5<br />

125.1<br />

302.3<br />

278.7<br />

1 8.8<br />

EBITDA and net interest expense<br />

US$m<br />

68.8<br />

03<br />

27.7<br />

99.0<br />

04<br />

34.9<br />

124.0<br />

05<br />

31.2<br />

Earnings before interest, tax, depreciation<br />

and amortization (EBITDA)<br />

Net interest expense<br />

116.4<br />

06<br />

26.0<br />

190.2<br />

07<br />

24.9<br />

Combined total revenue<br />

by type of business<br />

US$m<br />

541.2<br />

273.2<br />

195.4<br />

72.6 68.6 79.0 83.4<br />

102.4<br />

03 04 05 06 07<br />

Rooms<br />

Food & beverage<br />

Others<br />

Net debt / adjusted equity<br />

US$m<br />

975.3<br />

03<br />

53.9%<br />

526.1<br />

667.3<br />

356.7<br />

242.0<br />

1,171.4<br />

04<br />

Adjusted equity<br />

Net debt<br />

44.1%<br />

517.1<br />

815.4<br />

449.2<br />

287.2<br />

1,445.4<br />

05<br />

21.5%<br />

310.8<br />

850.3<br />

462.7<br />

1,725.7<br />

304.2<br />

06<br />

18.2%<br />

313.8<br />

1,007.7<br />

.4<br />

2,279.3<br />

349.9<br />

07<br />

8.1%<br />

184.9<br />

<strong>Annual</strong> <strong>Report</strong> 2007


Chairman’s Statement<br />

Overview<br />

Favourable conditions in most markets and a limited new supply of hotel rooms in key city centre locations<br />

enabled <strong>Mandarin</strong> <strong>Oriental</strong> to achieve higher average rates and record earnings in 2007. In particular, the<br />

<strong>Group</strong>’s two wholly-owned Hong Kong hotels performed well, including its original flagship, <strong>Mandarin</strong><br />

<strong>Oriental</strong>, Hong Kong, which was reopened in late September 2006 after completion of a major renovation<br />

programme.<br />

The <strong>Group</strong>’s development programme continued apace in 2007 and, with a record number of new hotel<br />

projects announced, <strong>Mandarin</strong> <strong>Oriental</strong> now has 10,000 rooms in operation or under development.<br />

Performance<br />

Earnings before interest, tax, depreciation and amortization for 2007 were US$190 million compared with<br />

US$116 million in 2006 when <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong was closed for nine months.<br />

Profit attributable to shareholders in 2007 was US$108 million, which includes a US$16 million gain arising<br />

from the sale of half the <strong>Group</strong>’s 50% equity interest in <strong>Mandarin</strong> <strong>Oriental</strong>, New York and a US$5 million<br />

investment writeback in respect of the value of the <strong>Group</strong>’s 25% interest in its Kuala Lumpur hotel. This<br />

compares with US$80 million in the previous year, which included a post-tax gain of US$35 million arising<br />

from the sale of The Mark hotel in New York. Excluding the non-trading items, profit attributable to<br />

shareholders was US$87 million in 2007 compared with US$45 million in 2006.<br />

Earnings per share for the year were US¢11.16 compared with US¢8.28 in 2006. Excluding non-trading items,<br />

earnings per share in 2007 were US¢8.98 compared with US¢4.66 per share in 2006.<br />

The Directors recommend a final dividend of US¢5.00 per share. This, together with the interim dividend of<br />

US¢1.00 per share, will make a total annual dividend of US¢6.00, an increase of 100% compared with the<br />

US¢3.00 paid in respect of 2006.<br />

The <strong>Group</strong> remains in a strong financial position. The net asset value per share with leasehold properties<br />

adjusted for fair market value was US$2.34 at 31st December 2007, an increase of 31% compared with<br />

US$1.78 at the end of 2006.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Developments<br />

The <strong>Group</strong> announced eight new projects in 2007, comprising hotels in Beijing, Guangzhou, Taipei, Milan<br />

and Paris and three in resort destinations. All of the 18 hotels the <strong>Group</strong> now has under development will be<br />

managed on behalf of third-party owners, with the exception of Paris which is a long-term lease. Ten of the<br />

projects incorporate a Residences at <strong>Mandarin</strong> <strong>Oriental</strong> component, in addition to the residences being built<br />

next to the <strong>Group</strong>’s existing hotel in London.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Riviera Maya, Mexico opened in February 2008, bringing the total number of the <strong>Group</strong>’s<br />

operating hotels to 21. The opportunity for future growth is significant as the <strong>Group</strong> is now well-recognized as<br />

a pre-eminent international luxury brand, with a reputation for exceptional service.<br />

People<br />

The provision of service at the level we demand in our hotels, combined with meeting the challenges of growth,<br />

depends on the initiative, dedication and hard work of each of the 10,000 people that work throughout our<br />

<strong>Group</strong>. On behalf of the Board, I would like to express my appreciation to all of them.<br />

Outlook<br />

While demand was stable in the first two months of the year, economic conditions in 2008 may become more<br />

difficult in some of the <strong>Group</strong>’s markets. The outlook for <strong>Mandarin</strong> <strong>Oriental</strong>, however, remains encouraging<br />

due to both the strength of the brand and the limited new supply of luxury hotels. This is particularly true in<br />

Asia and Europe where the <strong>Group</strong> has significant hotel ownership interests.<br />

Simon Keswick<br />

Chairman<br />

6th March 2008<br />

<strong>Annual</strong> <strong>Report</strong> 2007


<strong>Group</strong> Chief Executive’s Review<br />

Business strategy<br />

<strong>Mandarin</strong> <strong>Oriental</strong> aims to be widely recognized as the best international luxury hotel group offering<br />

21st century luxury with oriental charm in sought-after destinations around the world. An award-winning owner<br />

and operator of some of the world’s most prestigious hotels and resorts, our <strong>Group</strong> will continue to grow<br />

profitably its global presence. <strong>Mandarin</strong> <strong>Oriental</strong> now operates 21 hotels with a further 18 under development,<br />

bringing the total number of rooms to 10,000 in 23 countries, reflecting the increasing strength of the brand.<br />

Progress achieved<br />

A number of significant accomplishments resulted in 2007 being another milestone year for <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

Firstly, the <strong>Group</strong> achieved its highest ever financial performance. This resulted from the enhanced<br />

contributions of our growing and diversified global portfolio which benefited from strong market conditions<br />

in our key locations. The increasing demand for luxury travel experiences, the continued limited new supply<br />

in our sector and the impact of the global growth of the <strong>Group</strong> is clearly demonstrated by comparing our<br />

performance over the past four years, since the end of the Asian downturn in 2003:<br />

2004 2005 2006 2007 07 vs. 04<br />

US$m US$m US$m US$m %<br />

Combined total revenue of hotels under<br />

management 667 815 850 1,008 51<br />

EBITDA<br />

Profit attributable to shareholders excluding<br />

99 124 116 190 92<br />

non-trading items 19 41 45 87 358<br />

Secondly, <strong>Mandarin</strong> <strong>Oriental</strong>’s international expansion continued to accelerate. In 2007, the <strong>Group</strong> ended the<br />

year with a record of eight new management contracts announced, including luxury hotels in the strategically<br />

important cities of Beijing and Paris. Further progress has been made in the development of <strong>Mandarin</strong> <strong>Oriental</strong>’s<br />

hideaway concepts, with the recent opening of <strong>Mandarin</strong> <strong>Oriental</strong> Riviera Maya, Mexico. During the year,<br />

the <strong>Group</strong> also announced a further three Residences at <strong>Mandarin</strong> <strong>Oriental</strong> that will accompany hotel projects,<br />

bringing the total number of branded Residences to 12. The <strong>Group</strong> continues to review additional opportunities<br />

for luxurious urban hotels, resorts, hideaways and residences in important locations around the world.<br />

8 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Finally <strong>Mandarin</strong> <strong>Oriental</strong> increased its global recognition. The <strong>Group</strong> and its hotels were highly successful in<br />

achieving significant awards from respected travel associations and publications, with more <strong>Mandarin</strong> <strong>Oriental</strong><br />

hotels featured than ever before. Highlights include the 2007 Condé Nast Traveler US ‘Readers Choice Awards’<br />

which featured ten <strong>Mandarin</strong> <strong>Oriental</strong> hotels and ‘The World’s Best’ from Travel & Leisure, with nine hotels<br />

appearing. <strong>Mandarin</strong> <strong>Oriental</strong>, New York remains one of only a few hotels to achieve both the prestigious<br />

‘Mobil Five Star’ and the American Automobile Association’s ‘Five Diamond Lodgings Award’. The <strong>Group</strong>’s<br />

expertise in holistic spa operations was also recognized with <strong>Mandarin</strong> <strong>Oriental</strong> achieving more spa awards than<br />

in any other year, including ‘Best Wellness and Spa Company’ by Spa Asia and the most ‘Outstanding Brand’ in<br />

Spa Finders 2007 Readers Choice Awards, with six individual hotel spas winning in a variety of categories. Finally<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> was voted Best Overseas <strong>Hotel</strong> <strong>Group</strong> by readers of The Observer and The<br />

Guardian newspapers in the UK in October 2007.<br />

Performance in 2007<br />

Set out below is a review of the <strong>Group</strong>’s performance in 2007, with reference to the following strategic<br />

objectives:<br />

◆ Being recognized as the world’s best luxury hotel group<br />

◆ Strengthening our competitive position<br />

◆ Increasing the number of rooms under operation to 10,000<br />

◆ Achieving a strong financial performance<br />

1) Being recognized as the world’s best luxury hotel group<br />

<strong>Mandarin</strong> <strong>Oriental</strong> is enjoying increasing recognition for creating many of the world’s most desirable luxury<br />

hotels. From our roots in the heart of Asia, where most of our original properties remain market leaders having<br />

benefited from renovations in recent years, <strong>Mandarin</strong> <strong>Oriental</strong> has expanded into the global arena, with<br />

award-winning properties in many of the world’s leading destinations. The visibility of our brand will increase<br />

further as the number of hotels we operate around the world continues to grow.<br />

The <strong>Group</strong> remains focused, as always, on delivering the brand attributes which define our own style of luxury.<br />

This includes creative hotel design and architecture, innovative dining experiences, expertise in holistic spa<br />

operations, guest-orientated technology and, of course, the legendary service which remains the foundation of<br />

everything we do. The investment behind our brand and our people over the past few years has led to the <strong>Group</strong><br />

becoming well respected as a management company amongst the owners and developers of luxury hotels around<br />

the world.<br />

Such strong brand recognition allows our properties to achieve premium rates and compete effectively.<br />

<strong>Annual</strong> <strong>Report</strong> 2007


<strong>Group</strong> Chief Executive’s Review Continued<br />

2) Strengthening our competitive position<br />

To be the market leader within their local environment is a key goal for each of our hotels, and we continued<br />

to improve our competitive positioning in 2007. Demand for luxury travel grew, as did our ability to increase<br />

average rates. This led to higher Revenue Per Available Room (RevPAR) across all regions, with Asia up 12%,<br />

Europe up 26% and The Americas up 14% over 2006. Consequently, operating profits at most of the individual<br />

hotels have shown significant improvement over the previous year.<br />

The highlights of each region are as follows:<br />

Asia<br />

The <strong>Group</strong>’s results benefited from the full contribution of <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong which reopened<br />

as one of the world’s legendary hotels in late September 2006 following a nine-month closure and a<br />

US$150 million renovation. In its first full year of operation since the renovation, the hotel achieved an<br />

occupancy of 74% and an average rate of US$399, 50% above the rate in 2005. While the hotel’s occupancy was<br />

affected by the tail end of the renovation work in the earlier part of the year, occupancy was 84% in the fourth<br />

quarter. The re-designed hotel has been acclaimed locally and internationally and is quickly re-establishing its<br />

top position in readership surveys of prestigious publications around the world. It was voted ‘Best Renovated<br />

<strong>Hotel</strong>’ in Business Traveller UK’s annual readership survey in 2007.<br />

The Excelsior, Hong Kong, the <strong>Group</strong>’s second wholly-owned property in the city with 885 rooms, also had<br />

an excellent year, achieving an 8% increase in RevPAR over 2006 results, with the average rate up to US$179<br />

from US$163.<br />

In Macau, <strong>Mandarin</strong> <strong>Oriental</strong> maintained its competitive position despite a significant increase in the city’s<br />

hotel supply which led to a RevPAR decrease of 5% year-on-year.<br />

As a result of further improvements in the local economies, RevPAR increased by 22% in Manila and 17%<br />

in Kuala Lumpur. In September 2007, the <strong>Group</strong>’s 50% owned hotel in Singapore was re-named <strong>Mandarin</strong><br />

<strong>Oriental</strong>, Singapore to align the property better with the <strong>Group</strong>’s brand, following the successful renovation<br />

in 2005. The hotel capitalized on strong market conditions throughout the year, achieving a 28% increase in<br />

RevPAR with the average rate up to US$209 from US$163 in 2006. In December 2007, <strong>Mandarin</strong> <strong>Oriental</strong>,<br />

Jakarta closed its doors for two years to embark on a far-reaching, US$50 million renovation programme<br />

designed to re-position the property as one of the city’s most luxurious and contemporary hotels.<br />

10 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Despite the political uncertainties in Thailand, The <strong>Oriental</strong>, Bangkok maintained its strong competitive<br />

position and once again appeared at the top of the most important world-wide travel awards.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Tokyo performed well in its second full year of operation, achieving a 19% increase in<br />

RevPAR over 2006 with an average rate of US$475. The hotel continues to enhance its reputation as one of the<br />

top luxury hotels in the city. Recently, it was voted the top-rated hotel in Japan in Zagat’s 2007–2008 World’s<br />

Top <strong>Hotel</strong>s, Resorts & Spas Survey, and its fine-dining restaurant Signature was awarded a Michelin Star.<br />

Europe<br />

In Europe, strong demand for luxury accommodation, particularly from the leisure market, and a limited new<br />

supply of hotel rooms, drove increases in room rates in all of our hotels. In particular, <strong>Mandarin</strong> <strong>Oriental</strong> Hyde<br />

Park, London had an excellent year, increasing its average rate from US$731 in 2006 to US$886 in 2007, a 12%<br />

increase in local currency terms. Occupancy also increased from 85% to 88%. Following the completion of a<br />

full scale rooms renovation programme in the first half of the year, <strong>Mandarin</strong> <strong>Oriental</strong>, Munich maintained its<br />

position as the undisputed market leader in the city, and increased its average rate to US$585 from US$503 in<br />

2006, a 7% increase in local currency terms. In Geneva, <strong>Mandarin</strong> <strong>Oriental</strong> improved both its occupancy and<br />

average room rate, resulting in a 23% increase in RevPAR in local currency terms, despite having commenced a<br />

renovation to the public areas of the hotel in October 2007. The work will be completed in June 2008 and will<br />

include new restaurants and bars as well as seven additional roof-top suites which will be particularly appealing<br />

to the leisure traveller.<br />

The Americas<br />

All of the <strong>Group</strong>’s hotels in The Americas benefited from strong demand and limited new supply, resulting in<br />

rate increases in each location. <strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C. did well to increase its contribution to the<br />

<strong>Group</strong>’s results, with a 14% increase in RevPAR mainly due to higher average rates. The hotel has established<br />

itself as one of the city’s most luxurious properties, and over the longer term, there is potential for further<br />

achievement as the local neighbourhood develops along the Potomac River.<br />

Once again, the <strong>Group</strong>’s flagship New York property received many accolades from its guests and the world’s<br />

media. <strong>Mandarin</strong> <strong>Oriental</strong>, New York achieved an average rate of US$937 with an occupancy of 76%,<br />

resulting in a 15% increase in RevPAR over the previous year. Our Miami property also increased its RevPAR<br />

performance by 14% over the previous year.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 11


<strong>Group</strong> Chief Executive’s Review Continued<br />

3) Increasing the number of rooms under operation to 10,000<br />

With the record number of new projects announced in 2007, <strong>Mandarin</strong> <strong>Oriental</strong> will successfully achieve its<br />

mid-term goal of operating 10,000 rooms in key global locations within the next few years. During the year, we<br />

announced eight new <strong>Mandarin</strong> <strong>Oriental</strong> hotels, resorts or hideaways in Beijing, Guangzhou, Taipei, Marbella,<br />

Milan, Paris, Costa Rica and St Kitts. <strong>Mandarin</strong> <strong>Oriental</strong> Riviera Maya, Mexico is the <strong>Group</strong>’s most recent hotel<br />

to open in February 2008, while <strong>Mandarin</strong> <strong>Oriental</strong>, Sanya, a resort destination on China’s Hainan Island,<br />

should open by the mid-year. Both hotels had been planned to open in 2007, but were affected by construction<br />

delays. Beijing and Boston should also open later this year. Going forward, the timing of new hotel openings will<br />

be subject to change as developers find it more difficult to access new financing.<br />

The number of hotels operated by the <strong>Group</strong> will increase from 21 currently to 39 in the coming years. Critical<br />

mass and strong geographic diversification will then have been achieved with 16 properties in Asia, 14 in The<br />

Americas and nine in Europe and North Africa.<br />

The brand has been enhanced further by the increasing number of Residences at <strong>Mandarin</strong> <strong>Oriental</strong> which are<br />

generally integrated with the new hotel developments. The <strong>Group</strong> receives one-off branding fees from these<br />

residential projects, as well as ongoing revenues resulting from the use of hotel facilities by the owners of the<br />

villas or apartments.<br />

The potential for future growth remains significant. The <strong>Group</strong> constantly reviews opportunities for additional<br />

luxury properties, each of which must meet exacting criteria aimed at providing exceptional experiences to<br />

<strong>Mandarin</strong> <strong>Oriental</strong> guests. Most new opportunities are in the form of management contracts which require<br />

limited capital from the <strong>Group</strong> but generate significant branding and management fees. With the exception<br />

of Paris which is a long-term lease, all 18 current projects under development are management contracts,<br />

highlighting the strength of the brand. At the same time, the <strong>Group</strong> will remain a significant owner of hotel<br />

properties, particularly in major cities, and we are well positioned to take advantage of future investment<br />

opportunities that may arise in strategic locations. Ownership provides potential long-term capital appreciation,<br />

ensures the continuing control of our brand heritage and gives us increased credibility with third-party hotel<br />

owners and developers. Our hotel investments can also provide the <strong>Group</strong> with significant profits and cash flow<br />

as it benefits fully from favourable market conditions, as demonstrated by our portfolio in 2007. Overall,<br />

the intent of operating both owned and managed hotels remains fundamental to the strategy<br />

of the <strong>Group</strong>.<br />

12 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


4) Achieving a strong financial performance<br />

<strong>Mandarin</strong> <strong>Oriental</strong> achieved a record performance in 2007, with improved results from the <strong>Group</strong>’s growing<br />

international portfolio as well as the return of the contribution from the fully renovated, 100%-owned<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong. Excluding gains from disposals and other non-trading items, profit attributable<br />

to shareholders in 2007 was US$87 million compared to US$45 million in 2006.<br />

The completed sale of half of its 50% interest in <strong>Mandarin</strong> <strong>Oriental</strong>, New York in March 2007, resulted in a<br />

post-tax gain of US$16 million. The <strong>Group</strong> continues to own 25% of this strategically important property with<br />

improved terms for our long-term management contract.<br />

In 2007, the <strong>Group</strong> carried out a full review of its hotel investments by independent, third-party valuers. This<br />

has been reflected in the adjusted net asset value per share which was US$2.34 at 31st December 2007, an<br />

increase of 31% from 2006 as the <strong>Group</strong> continued to benefit from capital appreciation on its hotel investments.<br />

Reflecting the <strong>Group</strong>’s growth in earnings and strong financial position, <strong>Mandarin</strong> <strong>Oriental</strong> has recommended<br />

a 100% increase in the full year dividend to US¢6.00.<br />

The future<br />

<strong>Mandarin</strong> <strong>Oriental</strong> is well positioned to benefit from its global portfolio, as new hotels come on stream in<br />

the coming few years and the <strong>Group</strong> doubles in size. The demand for luxury travel and the limited new supply<br />

in most of the destinations in which we operate should also provide support, notwithstanding possible future<br />

uncertainties.<br />

As we open new and exciting projects in the world’s most sought-after destinations, the recognition of <strong>Mandarin</strong><br />

<strong>Oriental</strong> as a global luxury brand grows stronger. The <strong>Group</strong> is therefore in an excellent position to deliver our<br />

long-term vision of being widely recognized as the best luxury hotel group in the world.<br />

Edouard Ettedgui<br />

<strong>Group</strong> Chief Executive<br />

6th March 2008<br />

<strong>Annual</strong> <strong>Report</strong> 2007 13


Operating Summary<br />

There are 21 hotels in operation, but the operating summary includes only hotels in which the <strong>Group</strong> has a significant<br />

equity interest.<br />

A S I A<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong 100% ownership (closed<br />

from 28th December 2005 to 27th September 2006 for renovation)<br />

14 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

%<br />

2007 2005 † Change<br />

Available rooms 487 524 (7 )<br />

Average occupancy (%) 74 81 (9 )<br />

Average room rate (US$) 399 266 50<br />

RevPAR (US$) 294 215 37<br />

† 2005 numbers have been provided for comparison purposes, as on<br />

re-opening in late September 2006, only a limited number of rooms<br />

were available.<br />

The Excelsior, Hong Kong 100% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 885 884 0<br />

Average occupancy (%) 88 89 (1 )<br />

Average room rate (US$) 179 163 10<br />

RevPAR (US$) 157 145 8<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Tokyo 100% leasehold<br />

%<br />

2007 2006 * Change<br />

Available rooms 179 179 0<br />

Average occupancy (%) 77 66 17<br />

Average room rate (US$) 475 471 1<br />

RevPAR (US$) 367 309 19<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Manila 96.2% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 443 443 0<br />

Average occupancy (%) 80 81 (1 )<br />

Average room rate (US$) 97 79 23<br />

RevPAR (US$) 78 64 22<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Jakarta 88.3% ownership<br />

(closed from 23rd December 2007 for renovation)<br />

%<br />

2007 2006 * Change<br />

Available rooms 404 404 0<br />

Average occupancy (%) 37 49 (24 )<br />

Average room rate (US$) 68 65 5<br />

RevPAR (US$) 25 32 (22 )<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Macau 50% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 416 416 0<br />

Average occupancy (%) 66 68 (3 )<br />

Average room rate (US$) 168 173 (3 )<br />

RevPAR (US$) 111 117 (5 )<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Singapore 50% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 527 527 0<br />

Average occupancy (%) 75 75 0<br />

Average room rate (US$) 209 163 28<br />

RevPAR (US$) 157 123 28<br />

The <strong>Oriental</strong>, Bangkok 44.9% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 393 393 0<br />

Average occupancy (%) 66 70 (6 )<br />

Average room rate (US$) 269 240 12<br />

RevPAR (US$) 178 168 6<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur 25% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 632 632 0<br />

Average occupancy (%) 77 79 (3 )<br />

Average room rate (US$) 168 139 21<br />

RevPAR (US$) 129 110 17


E U R O P E<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Hyde Park, London 100% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 198 198 0<br />

Average occupancy (%) 88 85 4<br />

Average room rate (US$) 886 731 21<br />

RevPAR (US$) 776 620 25<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Munich 100% ownership<br />

(impacted by 3-month room renovation in 2007)<br />

%<br />

2007 2006 * Change<br />

Available rooms 73 73 0<br />

Average occupancy (%) 72 83 (13 )<br />

Average room rate (US$) 585 503 16<br />

RevPAR (US$) 420 416 1<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> du Rhône, Geneva<br />

92.6% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 190 190 0<br />

Average occupancy (%) 72 65 11<br />

Average room rate (US$) 550 480 15<br />

RevPAR (US$) 398 310 28<br />

T H E A M E R I C A S<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

80% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 400 400 0<br />

Average occupancy (%) 61 58 5<br />

Average room rate (US$) 331 304 9<br />

RevPAR (US$) 201 177 14<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, New York 25% ownership<br />

(2006: 50%; 2007: half of 50% ownership sold on 1st March 2007)<br />

%<br />

2007 2006 * Change<br />

Available rooms 248 248 0<br />

Average occupancy (%) 76 75 1<br />

Average room rate (US$) 937 832 13<br />

RevPAR (US$) 715 624 15<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Miami 25% ownership<br />

%<br />

2007 2006 * Change<br />

Available rooms 326 327 0<br />

Average occupancy (%) 72 70 3<br />

Average room rate (US$) 399 359 11<br />

RevPAR (US$) 288 252 14<br />

* Comparative average room rates for prior years have been restated to include other minor rooms revenue to conform to the current year’s presentation<br />

and industry practice.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 15


Development Portfolio<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> currently has 18 hotels and 11 Residences at <strong>Mandarin</strong> <strong>Oriental</strong> under development.<br />

Opening dates are planned as follows:<br />

2008<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Beijing<br />

A 241-room hotel in the central business district of Beijing, which will be a key component of the landmark headquarters of the China<br />

Central Television (CCTV) project.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Sanya<br />

An exclusive 296-room luxury resort on Hainan Island in the South China Sea.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Boston<br />

A 148-room hotel which will be housed within a mixed-use complex in the heart of the city including 50 Residences at<br />

<strong>Mandarin</strong> <strong>Oriental</strong>.<br />

2009<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Lago Nam Van, Macau<br />

A second property in Macau which will be part of a prestigious mixed-use complex on the waterfront, featuring 216 rooms.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Barcelona<br />

A 97-room hotel, housed in the re-development of an elegant mid-20th century building, located on the prestigious Paseo de Gracia.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Jnan Rahma, Marrakech<br />

A 161-room intimate hideaway in the exclusive Palmeraie region with 44 Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Las Vegas<br />

A 392-room hotel in the urban development ‘Project CityCenter’, including 227 Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

2010 and beyond<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Guangzhou<br />

A 401-room hotel will be part of the prestigious TaiKoo Hui mixed-use complex, currently under construction in the Tianhe central<br />

business district.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Taipei<br />

A 300-room hotel which will be a key component of a mixed-use luxury lifestyle and entertainment complex in the heart of the central<br />

business district.<br />

The Residences at <strong>Mandarin</strong> <strong>Oriental</strong>, London<br />

An iconic development adjacent to the <strong>Group</strong>’s London hotel, comprising 80 luxurious Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Marbella<br />

A 114-room hotel and 94 Residences at <strong>Mandarin</strong> <strong>Oriental</strong> located on a unique mountain top site in Southern Spain, with spectacular<br />

views overlooking the Mediterranean Sea.<br />

16 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


2010 and beyond continued<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Milan<br />

A 104-room hotel housed in the re-development of three elegant 19th century buildings, ideally located on Via Monte di Pietà, one of<br />

Milan’s most prestigious addresses.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Paris<br />

A 142-room luxurious palace hotel planned to open on rue Saint Honoré.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Chicago<br />

A 252-room hotel which will be part of an exclusive mixed-use development in Chicago’s growing Millennium Park neighbourhood,<br />

including 103 Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Costa Rica<br />

A 130-room beach resort and 92 Residences at <strong>Mandarin</strong> <strong>Oriental</strong> located at Playa Manzanillo, in Guanacaste province on Costa Rica’s<br />

northern Pacific coast.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Dallas<br />

A 139-room hotel in the city’s dynamic new mixed-use Victory Park development with 91 Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Grand Cayman<br />

An intimate 114-room hideaway, set on an unspoiled 10-acre beachfront site including 32 Residences at <strong>Mandarin</strong> <strong>Oriental</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, St. Kitts<br />

A 125-room resort and 20 Residences at <strong>Mandarin</strong> <strong>Oriental</strong> located on a pristine 50-acre site at Majors Bay, a private cove on<br />

the island’s secluded southeast peninsula.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Dellis Cay, Turks & Caicos<br />

A secluded 197-room hideaway featuring a variety of Residences at <strong>Mandarin</strong> <strong>Oriental</strong> housed in 18 stand-alone villas and<br />

79 multi-roomed apartments, all located on an unspoiled 35-acre beachfront site.<br />

Opening dates are subject to change as determined by each project’s owner/developer.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 17


International Recognition<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> is consistently featured by influential global publications as an outstanding hotel<br />

company. Below are quotes from a selection of these publications that highlight individual properties and the <strong>Group</strong>.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong><br />

A “truly top-of-the-line” collection of “fashionable, upscale hotels”, the five U.S. outposts of this Asia-based chain combine “amazing<br />

locations, gorgeous rooms”, “outstanding service catering to your every whim”, world-class, cutting-edge spas and some of the<br />

best dining in their respective cities; “exceptional attention to detail” includes high-tech electronics, “swanky” bath amenities and<br />

plush terry robes…Zagat, US, 2007<br />

The <strong>Oriental</strong>, Bangkok<br />

One of Asia’s grande dame hotels, this 131-year-old favorite along the river is known for its impeccable service and connections to literary<br />

greats. National Geographic Traveller, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Dhara Dhevi, Chiang Mai<br />

It was heavenly, dreamy,…a glorious full blown fantasy. The Independent Traveller, UK, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

The revamp of the <strong>Mandarin</strong> left it looking similar but beautifully spruced-up, a huge relief for its regulars. Tatler, UK, 2007<br />

A triumphant return for one of the most famous hotels in the world. It has been brought into the 21st century without losing its very<br />

distinctive character. Business Traveller, UK, 2007<br />

The Landmark <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

The Landmark <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong is modern and classic, and it’s worth checking in just for the OTT bathrooms. Amber<br />

restaurant is top-notch, as are drinks at the sexy MO bar downstairs. High life, UK, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur<br />

Every amenity for business travelers, plus a prime location in the Kuala Lumpur city centre. Travel+Leisure, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Singapore<br />

Every room of this tower in a very peaceful, and yet central, Marina Bay location, has floor-to-ceiling windows that overlook the harbour or<br />

city. Staff are genuinely warm and seem proud to be here. Condé Nast Traveler, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Tokyo<br />

This is Tokyo Central…A hotel plugged into the 21st century. Tatler Travel Guide, UK, 2007<br />

One of the most lavishly appointed spaces in the city, it has the best views. FT: Weekend, UK, 2007<br />

18 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


<strong>Mandarin</strong> <strong>Oriental</strong> Hyde Park, London<br />

A prime location and the city’s most innovative hotel spa. Don’t miss the tai chi classes in Hyde Park. Travel+Leisure, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Munich<br />

<strong>Mandarin</strong> <strong>Oriental</strong> is the cream of the five-star crop, with superb city and Alpine views from the rooftop terrace and pool. This haven of<br />

calm in the centre, just behind Hofbrauhaus, packs in 73 luxurious rooms and suites. Business life, UK, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Prague<br />

The opulent <strong>Mandarin</strong> <strong>Oriental</strong> Prague, located in a 14th century monastery in Mala Strana, the city’s Left Bank, is leading the pack<br />

among luxury hotels in the Czech capital. Gourmet, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Miami<br />

<strong>Mandarin</strong> <strong>Oriental</strong> is an oasis of Asian calm and order. Invoking the attention to detail for which the <strong>Mandarin</strong> <strong>Oriental</strong> brand is renowned,<br />

service is at a level of precision rarely found in more laissez-faire Miami. forbestraveler.com, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, New York<br />

State-of-the-art facilities, including an exceptional spa and a pool with Hudson River views. Travel+Leisure, US, 2007<br />

The “gorgeous” rooms offer the “best technology and home entertainment”, “exceptional amenities” and “panoramic” vistas, the service<br />

is “incomparable” and the “top-notch spa and fitness facilities.” Zagat, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, San Francisco<br />

Top-of-the-line rooms with stunning views…The glass walled halls on floors 40-48 have head-spinning vistas. Travel+Leisure, US, 2007<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

If you want to be in the heart of the most powerful place in the world, look no further than <strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

forbestraveler.com, US, 2007<br />

<strong>Annual</strong> <strong>Report</strong> 2007 19


Financial Review<br />

Accounting policies<br />

The Directors continue to review the appropriateness<br />

of the accounting policies adopted by the <strong>Group</strong> having<br />

regard to developments in International Financial<br />

<strong>Report</strong>ing Standards (‘IFRS’). The accounting policies<br />

adopted are consistent with those of the previous year,<br />

except that the <strong>Group</strong> has adopted new standards,<br />

amendments and interpretation to IFRS effective on<br />

1st January 2007, as more fully detailed in the ‘basis<br />

of preparation’ note in the financial statements.<br />

Results<br />

Overall<br />

The <strong>Group</strong> uses earnings before interest, tax,<br />

depreciation and amortization (‘EBITDA’) to analyse<br />

operating performance. Total EBITDA including the<br />

<strong>Group</strong>’s share of EBITDA from associates and joint<br />

ventures is shown below:<br />

2007 2006<br />

US$m US$m<br />

Subsidiaries 146.2 73.8<br />

Associates and joint ventures 44.0 42.6<br />

Total EBITDA 190.2 116.4<br />

Subsidiaries<br />

2007 2006<br />

US$m US$m<br />

EBITDA<br />

Less depreciation and<br />

146.2 73.8<br />

amortization expenses (38.5 ) (28.7 )<br />

Gain on disposal of The Mark – 76.8<br />

Operating profit 107.7 121.9<br />

20 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

EBITDA from subsidiaries in 2007 benefited<br />

significantly from the performance at <strong>Mandarin</strong><br />

<strong>Oriental</strong>, Hong Kong which had EBITDA<br />

of US$40.3 million in 2007 compared to a negative<br />

contribution of US$10.9 million in 2006 when the<br />

hotel was closed for nine months of the year. The<br />

Excelsior, Hong Kong had another strong year<br />

improving its EBITDA by 9%. Elsewhere in Asia,<br />

Tokyo continued to make a positive contribution in<br />

its second full year of operation. Manila increased its<br />

EBITDA by over 50% due to improving local market<br />

conditions. Jakarta, which closed at the end of<br />

December for a two-year renovation, made a negative<br />

contribution to the <strong>Group</strong>’s results including<br />

US$3.1 million of costs incurred in anticipation of the<br />

closure. The hotel will embark on a full scale renovation<br />

costing approximately US$50 million and designed to<br />

reposition the hotel as one of the leading luxury hotels<br />

in the city.<br />

In Europe, the London hotel’s results benefited from<br />

strong market conditions together with the continuing<br />

strengthening of Sterling against the US dollar<br />

leading to a 34% increase in EBITDA. In 2007,<br />

the contribution from Europe also benefited from a<br />

US$8.3 million exchange gain on repatriation of capital<br />

from the London hotel following a refinancing exercise<br />

in July which increased external debt at the property.<br />

The contribution from Munich was down 28% year<br />

on year due to the fact that the hotel underwent a<br />

significant renovation in the year which impacted<br />

occupancy levels. Geneva had an EBITDA increase<br />

of 33% as a result of higher room revenue.


In The Americas, the Washington D.C. hotel doubled<br />

its EBITDA contribution from the previous year.<br />

However, this was offset by lower mezzanine interest<br />

income in 2007 following repayment of mezzanine<br />

loans previously provided to the New York hotel and<br />

the Boston hotel project and higher US corporate costs.<br />

In addition, 2006 also included EBITDA from The<br />

Mark hotel which was sold in February 2006.<br />

In 2007, the contribution from management activities<br />

before depreciation was US$16.2 million compared to<br />

US$14.2 million in 2006. The contribution in 2006<br />

has been restated to reflect the reallocation of <strong>Group</strong><br />

management costs related to hotel ownership and<br />

the corporate function from hotel management<br />

activities where they were previously reported. While<br />

management fees increased, these were offset by higher<br />

corporate costs as specialists, particularly in technical<br />

services and human resources, were selectively added<br />

to meet the needs of the <strong>Group</strong>’s hotels under<br />

development.<br />

Depreciation and amortization expenses were<br />

US$38.5 million for 2007 up from US$28.7 million in<br />

2006, primarily as a result of a full year’s depreciation<br />

charge for the <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong and<br />

increased depreciation at the Munich hotel, following<br />

renovations.<br />

The pre-tax gain on disposal for 2006 of<br />

US$76.8 million relates to the <strong>Group</strong>’s sale of its<br />

100% interest in The Mark hotel which was completed<br />

on 16th February 2006 for a gross consideration of<br />

US$150 million. The hotel was originally acquired<br />

in 2000 as part of the US$142.5 million acquisition<br />

of The Rafael <strong>Group</strong>. The post-tax gain on the disposal<br />

was US$35 million.<br />

Associates and Joint Ventures<br />

The <strong>Group</strong>’s share of results from associates and joint<br />

ventures was as follows:<br />

2007 2006<br />

US$m US$m<br />

EBITDA<br />

Writeback of an impairment in<br />

44.0 42.6<br />

respect of Kuala Lumpur 5.1 –<br />

Less depreciation and<br />

amortization expenses (11.9 ) (13.1 )<br />

Operating profit 37.2 29.5<br />

Less net financing charges (8.5 ) (10.8 )<br />

Less tax (5.8 ) (5.7 )<br />

Share of results of associates<br />

and joint ventures 22.9 13.0<br />

The <strong>Group</strong>’s share of EBITDA from associates and joint<br />

ventures increased slightly year on year, notwithstanding<br />

the disposal of half of the <strong>Group</strong>’s 50% interest in<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, New York on 1st March 2007.<br />

While the Macau hotel marginally improved its<br />

EBITDA with higher rental income offsetting a<br />

reduction in room revenue, elsewhere in Asia, Singapore<br />

and Kuala Lumpur increased their EBITDA by 33%<br />

and 27% respectively due to strong market conditions.<br />

The Bangkok hotel also did well in a challenging<br />

environment, increasing its EBITDA contribution<br />

by 15% as a result of the stronger Thai Baht.<br />

The share of results of associates and joint ventures<br />

also benefited in 2007 from a US$5.1 million writeback<br />

of the remaining balance on the US$16.9 million<br />

impairment provision made against the value of the<br />

<strong>Group</strong>’s interest in the Kuala Lumpur hotel in 1998.<br />

Depreciation and amortization expenses from associates<br />

and joint ventures were US$11.9 million for 2007,<br />

down from US$13.1 million in 2006, primarily as a<br />

result of the partial disposal of <strong>Mandarin</strong> <strong>Oriental</strong>,<br />

New York.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 21


Financial Review Continued<br />

The <strong>Group</strong>’s share of net financing charges from<br />

associates and joint ventures was US$8.5 million in<br />

2007, a decrease from US$10.8 million in 2006 again<br />

primarily due to the partial disposal of <strong>Mandarin</strong><br />

<strong>Oriental</strong>, New York.<br />

Gain on partial disposal related to an associate<br />

The sale of half of the <strong>Group</strong>’s 50% investment in<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, New York was completed on<br />

1st March 2007, reducing the <strong>Group</strong>’s interest to 25%.<br />

The hotel was valued at US$340 million for the purpose<br />

of the sale. On disposal of the 25% interest, the <strong>Group</strong><br />

recorded a pre-tax gain of US$25 million, with a<br />

post-tax gain of US$16 million after a tax charge of<br />

US$9 million arising on the disposal. The <strong>Group</strong><br />

continues to manage the hotel under a long-term<br />

agreement.<br />

Net financing charges<br />

Net financing charges for the <strong>Group</strong> and its<br />

subsidiaries increased to US$16.4 million in 2007<br />

from US$15.2 million in 2006. Although interest rates<br />

on <strong>Group</strong> borrowings generally increased, the <strong>Group</strong><br />

benefited from interest income on higher cash balances<br />

arising from recent disposals. In addition, the <strong>Group</strong><br />

continued to benefit from its hedging arrangements in<br />

respect of interest rates.<br />

Interest cover in 2007, which is calculated as operating<br />

profit (excluding gains on disposals and the write back<br />

of impairment) before interest and tax (including the<br />

<strong>Group</strong>’s share of operating profit from associates and<br />

joint ventures) over net financing charges (including the<br />

<strong>Group</strong>’s share of net financing charges from associates<br />

and joint ventures), was 5.6 times compared with<br />

2.9 times in 2006. EBITDA is also used as an indicator<br />

of the <strong>Group</strong>’s ability to service debt and finance its<br />

future capital expenditure. Interest cover on this<br />

basis (including the <strong>Group</strong>’s share of EBITDA from<br />

associates and joint ventures) was 7.7 times in 2007,<br />

up from 4.5 times in 2006.<br />

22 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Tax<br />

The tax charge for 2007 was US$22.8 million compared<br />

to US$39.5 million in 2006 which included tax charges<br />

arising on the sale of The Mark. The underlying<br />

effective tax rate for the year was 25% largely unchanged<br />

from 2006.<br />

Cash flow<br />

The <strong>Group</strong>’s consolidated cash flows are summarized as<br />

follows:<br />

2007 2006<br />

US$m US$m<br />

Operating activities<br />

Investing activities:<br />

• Capital expenditure on existing<br />

130 62<br />

properties<br />

• Capital expenditure on<br />

(29 ) (14 )<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong (21 ) (112 )<br />

• Investment in Tokyo – (10 )<br />

• Net proceeds on disposals<br />

• Capital distribution from<br />

71 98<br />

associates<br />

• <strong>Hotel</strong> mezzanine funding –<br />

14 1<br />

net repayment 9 –<br />

• Other<br />

Financing activities:<br />

(5 ) (1 )<br />

• Issue of shares 3 2<br />

• Drawdown of borrowings 536 114<br />

• Repayment of borrowings (464 ) (9 )<br />

• Dividend paid (39 ) (14 )<br />

• Other<br />

Net increase in cash and<br />

– 1<br />

cash equivalents<br />

Cash and cash equivalents<br />

205 118<br />

at 1st January<br />

Cash and cash equivalents<br />

287 169<br />

at 31st December 492 287<br />

The cash flows from operating activities increased<br />

significantly due to the full year contribution from<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong as well as the general<br />

improvement in performance at the <strong>Group</strong>’s subsidiary<br />

hotels.


Capital expenditure on existing properties totalled<br />

US$29 million, compared with US$14 million in 2006.<br />

The increase was partly due to a US$10 million<br />

renovation programme at the Munich property.<br />

Of the total US$150 million renovation cost for<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong, US$119 million was<br />

spent in 2006 and before, with US$21 million being<br />

spent in 2007. The remaining US$10 million will be<br />

paid in 2008.<br />

On 1st March 2007, the <strong>Group</strong> completed the sale of<br />

half of its 50% investment in <strong>Mandarin</strong> <strong>Oriental</strong>, New<br />

York receiving gross proceeds of US$39 million. At the<br />

same time the <strong>Group</strong> received repayment of its<br />

mezzanine loan including accrued interest, amounting<br />

to US$41 million, to give total proceeds of<br />

US$80 million. After transaction expenses and tax<br />

charges arising on the disposal, net proceeds were<br />

US$71 million with a post tax gain of US$16 million.<br />

Included in the 2007 capital distribution from associates<br />

is a US$13 million distribution from <strong>Mandarin</strong><br />

<strong>Oriental</strong>, New York arising from a refinancing of the<br />

property following the restructuring of the ownership.<br />

On 16th February 2006, the <strong>Group</strong> completed the sale<br />

of its 100% leasehold interest in The Mark hotel for a<br />

gross consideration of US$150 million. After transaction<br />

expenses and tax charges arising on the disposal, net<br />

proceeds were US$98 million with a post-tax gain of<br />

US$35 million.<br />

In 2007, the <strong>Group</strong> received repayment of its<br />

US$12 million mezzanine loan from the owners of<br />

the Boston hotel and made additional mezzanine<br />

loans totaling US$3 million to other owners of <strong>Group</strong><br />

managed hotels for a net repayment of US$9 million.<br />

Dividends<br />

The Board is recommending a final dividend of<br />

US¢5.00 per share for a full year dividend of US¢6.00<br />

per share (2006: US¢3.00 per share). No scrip<br />

alternative is being offered in respect of the dividend.<br />

Property valuation<br />

In accordance with the <strong>Group</strong>’s accounting policy<br />

whereby independent valuations of the <strong>Group</strong>’s hotel<br />

property interests are carried out at intervals not<br />

exceeding three years, valuations were carried out at<br />

31st December 2007 by independent, professionally<br />

qualified appraisers on an open market basis.<br />

The revaluation of the <strong>Group</strong>’s assets has given rise to<br />

a revaluation surplus of US$44 million (net of deferred<br />

tax) which has been credited to the <strong>Group</strong>’s property<br />

revaluation reserves.<br />

In addition, the <strong>Group</strong>’s leasehold land has been<br />

revalued upwards by US$402 million, with the increase<br />

primarily attributable to the <strong>Group</strong>’s two long<br />

leaseholds in Hong Kong. This US$402 million uplift,<br />

however, is not recognized in the financial statements as,<br />

under IFRS, interests in land held under long-term<br />

leases must be stated at cost and amortized over the<br />

period of the lease.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 23


Financial Review Continued<br />

Treasury activities<br />

The <strong>Group</strong> manages its exposure to financial risk using<br />

a variety of techniques and instruments. The main<br />

objective is to manage exchange and interest rate risks<br />

and to provide a degree of certainty in respect of costs.<br />

The <strong>Group</strong> has fixed or capped interest rates on 49%<br />

of its gross borrowings.<br />

In respect of specific hotel financing, borrowings<br />

are normally taken in the local currency to hedge<br />

partially the investment and the projected income.<br />

At 31st December 2007, the <strong>Group</strong>’s net assets were<br />

denominated in the following currencies:<br />

24 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Adjusted<br />

Net assets net assets*<br />

US$m % US$m %<br />

Hong Kong Dollar 86 7 1,125 49<br />

United States Dollar 537 47 537 24<br />

United Kingdom Sterling 195 17 195 8<br />

Thai Baht 86 7 86 4<br />

Euro 70 6 70 3<br />

Swiss Franc 67 6 67 3<br />

Others 111 10 199 9<br />

1,152 100 2,279 100<br />

* see supplementary information section on page 25<br />

Investment of the <strong>Group</strong>’s cash resources, which totalled<br />

US$492 million at 31st December 2007, is managed<br />

so as to minimize risk while seeking to enhance yield.<br />

The treasury function is not permitted to undertake<br />

speculative transactions unrelated to underlying<br />

financial exposures.<br />

The <strong>Group</strong>, excluding associates and joint ventures,<br />

had committed borrowing facilities totaling<br />

US$848 million, of which US$677 million was drawn<br />

at 31st December 2007. The principal amounts are due<br />

for repayment as follows:<br />

Facilities Facilities<br />

committed drawn<br />

US$m US$m<br />

Within one year 13 13<br />

Between one and two years 12 7<br />

Between two and three years 116 116<br />

Between three and four years 40 3<br />

Between four and five years 3 3<br />

Beyond five years 664 535<br />

848 677<br />

At 31st December 2007, the <strong>Group</strong> had US$171 million<br />

of committed, undrawn facilities in addition to its cash<br />

balances of US$492 million. The average tenor of the<br />

<strong>Group</strong>’s borrowings was 5.9 years (2006: 3.4 years),<br />

following the successful completion of refinancing<br />

initiatives amounting to approximately US$650 million,<br />

principally in relation to the <strong>Group</strong>’s wholly owned<br />

hotels in Hong Kong, London and Geneva. No major<br />

refinancing is required in the next two years.


Supplementary information<br />

Valuation of hotel properties held on leasehold<br />

The <strong>Group</strong>’s policy is to revalue all hotel properties<br />

regularly as it considers these properties to be long-term<br />

investments. Prior to 2003, all property investments,<br />

whether freehold or leasehold, were revalued and carried<br />

at fair market value. However, IFRS no longer permits<br />

the carrying of leasehold owner-occupied land at fair<br />

market valuation. The <strong>Group</strong> considers that the IFRS<br />

treatment does not reflect the economic substance<br />

of the underlying investments, particularly the <strong>Group</strong>’s<br />

999 year leases in respect of <strong>Mandarin</strong> <strong>Oriental</strong>,<br />

Hong Kong and The Excelsior.<br />

In its financial statements, the <strong>Group</strong> has presented<br />

leasehold land payments at cost less accumulated<br />

amortization over the period of the lease, which is the<br />

recommended IFRS treatment. However, as there is a<br />

significant difference between the fair market value of<br />

the <strong>Group</strong>’s two Hong Kong properties and their value<br />

as presented in the financial statements, the <strong>Group</strong> has<br />

also presented supplementary financial information<br />

which takes into account the fair market value of all its<br />

leasehold interests.<br />

The two key measurements affected by the recognition<br />

of the fair market value of these leasehold interests are<br />

net asset value per share and gearing. The necessary<br />

adjustment to shareholders’ funds/net assets is set<br />

out below:<br />

2007 2006<br />

Per share Per share<br />

US$m US$ US$m US$<br />

Shareholders’ funds/<br />

net assets<br />

Add revaluation<br />

surplus relating<br />

1,152 1.18 1,001 1.03<br />

to leasehold land<br />

Adjusted shareholders’<br />

1,127 1.16 725 0.75<br />

funds/net assets 2,279 2.34 1,726 1.78<br />

Net debt of US$185 million at 31st December 2007<br />

was 8% of adjusted shareholders’ funds, compared with<br />

net debt of US$314 million at 31st December 2006<br />

which was 18% of adjusted shareholders’ funds. On an<br />

IFRS basis, gearing was 16 % at 31st December 2007<br />

(2006: 31%).<br />

John R Witt<br />

Chief Financial Officer<br />

6th March 2008<br />

<strong>Annual</strong> <strong>Report</strong> 2007 25


Directors’ Profiles<br />

Simon Keswick Chairman<br />

Mr Simon Keswick joined the Board and became<br />

Chairman in 1986. He joined the Jardine Matheson<br />

group in 1962 and is also chairman of Dairy Farm,<br />

Hongkong Land, and a director of Jardine Lloyd<br />

Thompson, Jardine Matheson and Jardine Strategic.<br />

A J L Nightingale* Managing Director<br />

Mr Nightingale joined the Board and was appointed<br />

as Managing Director in 2006. He has served in a<br />

number of executive positions since joining the Jardine<br />

Matheson group in 1969. He is chairman of Jardine<br />

Cycle & Carriage, Jardine Matheson Limited, Jardine<br />

Motors <strong>Group</strong> and Jardine Pacific; and a commissioner<br />

of Astra. He is also managing director of Dairy Farm,<br />

Hongkong Land, Jardine Matheson and Jardine<br />

Strategic. Mr Nightingale is chairman of the Business<br />

Facilitation Advisory Committee established by the<br />

Financial Secretary in Hong Kong, a council member<br />

of the Hong Kong Trade Development Council, a Hong<br />

Kong representative to the APEC Business Advisory<br />

Council and a member of the Greater Pearl River Delta<br />

Business Council.<br />

Edouard Ettedgui* <strong>Group</strong> Chief Executive<br />

Mr Ettedgui joined the Board in 1998 and is managing<br />

director of <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong><br />

International. He was formerly group finance director<br />

of Dairy Farm, prior to which he was business<br />

development director of British American Tobacco.<br />

He has extensive international experience in both<br />

financial and general management.<br />

John R Witt* Chief Financial Officer<br />

Mr Witt was appointed as Chief Financial Officer in<br />

2000, having first joined the <strong>Group</strong> in 1998. He is a<br />

Chartered Accountant and has an MBA from INSEAD.<br />

He has extensive international experience in financial<br />

planning, treasury control and business development in<br />

a variety of consumer industries.<br />

26 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Jonathan Gould<br />

Mr Gould joined the Board in 2004. He is the Jardine<br />

Matheson group general counsel. Having qualified as an<br />

English solicitor in 1976 and as a Hong Kong solicitor<br />

in 1988, he was previously a senior corporate partner<br />

of Allen & Overy based in Hong Kong and London.<br />

Mr Gould is also a director of Jardine Matheson Limited<br />

and Dairy Farm.<br />

Mark Greenberg<br />

Mr Greenberg joined the Board in 2006. He is group<br />

strategy director of Jardine Matheson. He had<br />

previously spent 16 years in investment banking with<br />

Dresdner Kleinwort Wasserstein in London. He is also<br />

a director of Jardine Matheson Limited, Dairy Farm,<br />

Hongkong Land and Jardine Cycle & Carriage; and a<br />

commissioner of Astra and Bank Permata.<br />

Julian Hui<br />

Mr Hui joined the Board in 1994. He is an executive<br />

director of Owens Company and a director of Central<br />

Development.<br />

Henry Keswick<br />

Mr Henry Keswick joined the Board in 1988. He is<br />

chairman of Jardine Matheson, having first joined the<br />

group in 1961, and is also chairman of Jardine Strategic.<br />

He is a director of Dairy Farm, Hongkong Land and<br />

Rothschilds Continuation Holdings. He is also vice<br />

chairman of the Hong Kong Association.<br />

R C Kwok<br />

Mr Kwok is a Chartered Accountant and joined the<br />

Board in 1987. He joined the Jardine Matheson group<br />

in 1964 and is a director of Jardine Matheson Limited,<br />

Dairy Farm, Hongkong Land, Jardine Matheson and<br />

Jardine Strategic.<br />

* Executive Director


Lord Leach of Fairford<br />

Lord Leach joined the Board in 1987. He is deputy<br />

chairman of Jardine Lloyd Thompson, and a director<br />

of Dairy Farm, Hongkong Land, Jardine Matheson,<br />

Jardine Strategic and Rothschilds Continuation<br />

Holdings. He joined the Jardine Matheson group in<br />

1983 after a career in banking and merchant banking.<br />

Dr Richard Lee<br />

Dr Lee joined the Board in 1987. Dr Lee’s principal<br />

business interests are in the manufacturing of textiles<br />

and apparel in Southeast Asia, and he is chairman of<br />

TAL Apparel. He is also a director of Jardine Matheson<br />

and Hongkong Land.<br />

Robert Léon<br />

Mr Léon joined the Board in 1994. He is a manager of<br />

Qualis and a director of Anzon Energy, Anzon Australia<br />

and Magna Holdings International.<br />

Sydney S W Leong<br />

Mr Leong, a Solicitor of both the Supreme Courts of<br />

Hong Kong and England and Wales, joined the Board<br />

in 1989. He is chairman and a director of a number<br />

of companies, including chairman of Henry G Leong<br />

Estates.<br />

Lord Powell of Bayswater KCMG<br />

Lord Powell joined the Board in 1992. He was<br />

previously Private Secretary and adviser on foreign<br />

affairs and defence to British Prime Ministers, Baroness<br />

Thatcher and Rt Hon John Major. He is a director of<br />

Caterpillar, LVMH Moët Hennessy Louis Vuitton,<br />

Matheson & Co, Safinvest, Textron Corporation,<br />

Schindler Holdings, Northern Trust Global Services,<br />

Yell <strong>Group</strong> and Magna Holdings. He was formerly<br />

president of the China-Britain Business Council and<br />

chairman of the Singapore-British Business Council.<br />

James Watkins<br />

Mr Watkins joined the Board in 1997. He was a<br />

director and group general counsel of Jardine Matheson<br />

from 1997 to 2003. Mr Watkins qualified as a solicitor<br />

in 1969 and was formerly a partner of the English law<br />

firm, Linklaters. He is also a director of Advanced<br />

Semiconductor Manufacturing Corporation, Global<br />

Sources, Asia Satellite Telecommunications Holdings,<br />

Jardine Cycle & Carriage and MCL Land.<br />

Percy Weatherall<br />

Mr Weatherall joined the Board in 2000 and was<br />

Managing Director from 2000 to 2006. He held a<br />

number of senior positions since first joining the Jardine<br />

Matheson group in 1976 until his retirement from<br />

executive office in 2006. He is also a director of Dairy<br />

Farm, Hongkong Land, Jardine Matheson and Jardine<br />

Strategic.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 27


Consolidated Profit and Loss Account<br />

for the year ended 31st December 2007<br />

28 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

Note US$m US$m<br />

Revenue 1 529.5 404.6<br />

Cost of sales (318.8 ) (267.2 )<br />

Gross profit 210.7 137.4<br />

Selling & distribution costs (32.6 ) (27.7 )<br />

Administration expenses (70.4 ) (64.6 )<br />

Gain on disposal of The Mark 5 – 76.8<br />

Operating profit 2 107.7 121.9<br />

Interest income 18.9 11.0<br />

Financing charges (35.3 ) (26.2 )<br />

Net financing charges 3 (16.4 ) (15.2 )<br />

Share of results of associates and joint ventures excluding<br />

writeback of impairment of an associate 17.8 13.0<br />

Writeback of impairment of an associate 4 5.1 –<br />

Share of results of associates and joint ventures 4 22.9 13.0<br />

Gain on disposal related to an associate 6 16.0 –<br />

Profit before tax 130.2 119.7<br />

Tax 7 (22.8 ) (39.5 )<br />

Profit for the year 107.4 80.2<br />

Attributable to:<br />

Shareholders of the Company 108.2 80.0<br />

Minority interests (0.8 ) 0.2<br />

Earnings per share 8<br />

107.4 80.2<br />

US¢ US¢<br />

– basic 11.16 8.28<br />

– diluted 10.96 8.17


Consolidated Balance Sheet<br />

as at 31st December 2007<br />

Net assets<br />

2007 2006<br />

Note US$m US$m<br />

Intangible assets 9 216.2 216.0<br />

Tangible assets 10 995.0 882.5<br />

Associates and joint ventures 11 204.6 190.0<br />

Other investments 10.3 6.4<br />

Loan receivables 12 3.4 12.0<br />

Pension assets 13 34.0 27.1<br />

Deferred tax assets 14 27.5 27.4<br />

Other non-current assets 28 0.2 2.9<br />

Non-current assets 1,491.2 1,364.3<br />

Stocks 4.7 4.3<br />

Debtors and prepayments 15 69.3 65.7<br />

Current tax assets 3.4 –<br />

Cash at bank 27f 492.4 286.7<br />

569.8 356.7<br />

Non-current asset classified as held for sale 24 – 53.9<br />

Current assets 569.8 410.6<br />

Creditors and accruals 16 (105.5 ) (91.0 )<br />

Current borrowings 17 (13.4 ) (25.4 )<br />

Current tax liabilities (7.2 ) (4.4 )<br />

Current liabilities (126.1 ) (120.8 )<br />

Net current assets 443.7 289.8<br />

Long-term borrowings 17 (663.9 ) (575.1 )<br />

Deferred tax liabilities 14 (107.7 ) (72.9 )<br />

Pension liabilities 13 (0.1 ) (1.5 )<br />

Other non-current liabilities 28 (2.9 ) (0.2 )<br />

Total equity<br />

1,160.3 1,004.4<br />

Share capital 20 48.7 48.4<br />

Share premium 21 163.5 160.3<br />

Revenue and other reserves 23 940.1 792.0<br />

Shareholders’ funds 1,152.3 1,000.7<br />

Minority interests 25 8.0 3.7<br />

Approved by the Board of Directors<br />

A J L Nightingale<br />

Edouard Ettedgui<br />

Directors<br />

6th March 2008<br />

1,160.3 1,004.4<br />

<strong>Annual</strong> <strong>Report</strong> 2007 29


Consolidated Statement of Recognized Income<br />

and Expense<br />

for the year ended 31st December 2007<br />

30 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Surplus on revaluation of properties 78.4 74.1<br />

Actuarial gains on defined benefit pension plans 7.6 5.6<br />

Net exchange translation differences 38.3 45.1<br />

Gain on other investments 0.1 –<br />

Loss on cash flow hedges (5.5 ) (2.9 )<br />

Tax on items taken directly to equity (29.6 ) (25.3 )<br />

Net income recognized directly in equity 89.3 96.6<br />

Transfer to profit and loss on realization of exchange reserves (8.3 ) –<br />

Profit for the year 107.4 80.2<br />

Total recognized income and expense for the year 188.4 176.8<br />

Attributable to:<br />

Shareholders of the Company 184.1 176.8<br />

Minority interests 4.3 –<br />

188.4 176.8


Consolidated Cash Flow Statement<br />

for the year ended 31st December 2007<br />

Operating activities<br />

2007 2006<br />

Note US$m US$m<br />

Operating profit 107.7 121.9<br />

Depreciation 10 37.6 28.4<br />

Amortization of intangible assets 9 0.9 0.3<br />

Non-cash items 27a (3.9 ) (74.7 )<br />

Movements in working capital 27b 5.3 (1.4 )<br />

Interest received 18.5 10.5<br />

Interest and other financing charges paid (34.9 ) (26.5 )<br />

Tax paid (14.0 ) (8.2 )<br />

117.2 50.3<br />

Dividends and interest from associates and joint ventures 12.3 12.1<br />

Cash flows from operating activities 129.5 62.4<br />

Investing activities<br />

Purchase of tangible assets (50.1 ) (135.5 )<br />

Purchase of intangible assets (1.6 ) (0.8 )<br />

Investments in and loans to associates and joint ventures – (0.2 )<br />

Advance of mezzanine loans (3.4 ) –<br />

Repayment of mezzanine loan 12.0 –<br />

Increase in other investments (3.6 ) (1.2 )<br />

Proceeds on disposal of The Mark 27c – 98.5<br />

Proceeds on disposal related to an associate 27d 70.7 –<br />

Capital distribution from associates 27e 14.4 1.2<br />

Cash flows from investing activities 38.4 (38.0 )<br />

Financing activities<br />

Issue of shares 3.5 1.6<br />

Drawdown of borrowings 535.9 113.6<br />

Repayment of borrowings (464.4 ) (8.9 )<br />

Dividends paid by the Company 26 (38.7 ) (14.5 )<br />

Cash flows from financing activities 36.3 91.8<br />

Effect of exchange rate changes 1.3 1.6<br />

Net increase in cash and cash equivalents 205.5 117.8<br />

Cash and cash equivalents at 1st January 286.6 168.8<br />

Cash and cash equivalents at 31st December 27f 492.1 286.6<br />

<strong>Annual</strong> <strong>Report</strong> 2007 31


Principal Accounting Policies<br />

A Basis of preparation<br />

The financial statements have been prepared in accordance with International Financial <strong>Report</strong>ing Standards,<br />

including International Accounting Standards and Interpretations adopted by the International Accounting<br />

Standards Board. The financial statements have been prepared under the historical cost convention except as<br />

disclosed in the accounting policies below.<br />

In 2007, the <strong>Group</strong> adopted the following standards and interpretations to existing standards which are relevant<br />

to its operations:<br />

IFRS 7 Financial Instruments: Disclosures<br />

Amendment to IAS 1 Capital Disclosures<br />

IFRIC 8 Scope of IFRS 2<br />

IFRIC 9 Reassessment of Embedded Derivatives<br />

IFRIC 10 Interim Financial <strong>Report</strong>ing and Impairment<br />

IFRS 7, Financial Instruments: Disclosures introduces new disclosures relating to financial instruments. The<br />

complementary amendment to IAS 1, Presentation of Financial Statements – Capital Disclosures introduces<br />

disclosures about the level of an entity’s capital and how it manages capital. These standards do not have any<br />

impact on the classification and valuation of the <strong>Group</strong>’s financial instruments.<br />

IFRIC 8, Scope of IFRS 2 requires consideration of transactions involving the issuance of equity instruments –<br />

where the identifiable consideration received is less than the fair value of the equity instruments issued – to<br />

establish whether or not they fall within the scope of IFRS 2. Application of this interpretation is not expected<br />

to have significant impact to the <strong>Group</strong>.<br />

IFRIC 9, Reassessment of Embedded Derivatives prohibits reassessment of any embedded derivatives contained<br />

in a contract since becoming a party to the contract unless there is a change in the terms of the host contract<br />

that significantly modifies the cash flows that otherwise would be required under the contract, in which case<br />

reassessment is required. Application of this interpretation is not expected to have significant impact to the <strong>Group</strong>.<br />

IFRIC 10, Interim Financial <strong>Report</strong>ing and Impairment prohibits the impairment losses recognized in an interim<br />

period in respect of goodwill, investments in equity instruments and investments in financial assets carried at cost<br />

from being reversed at a subsequent balance sheet date. Application of this interpretation is not expected to have<br />

significant impact to the <strong>Group</strong>.<br />

There have been no changes to the accounting policies as a result of adoption of the above standards and<br />

interpretations.<br />

Certain comparative figures in the segmental disclosure have been reclassified to conform with current year<br />

presentation.<br />

The following standards and interpretations to existing standards, which are relevant to the <strong>Group</strong>’s operations,<br />

were published but are not yet effective in 2007:<br />

IFRS 3, Business Combinations (effective for annual periods beginning on or after 1st July 2009), which<br />

replaces IFRS 3 (as issued in 2004), and the related amendment to IAS 27, Consolidated and Separate Financial<br />

Statements (effective for annual periods beginning on or after 1st July 2009) provide guidance for applying the<br />

acquisition method for business combinations. The <strong>Group</strong> will apply IFRS 3 and IAS 27 (as amended in 2008)<br />

from 1st January 2010 and will revise its accounting policy on business combinations accordingly.<br />

32 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


A Basis of preparation continued<br />

IFRS 8, Operating Segments (effective for annual periods beginning on or after 1st January 2009) supersedes<br />

IAS 14, Segment <strong>Report</strong>ing and requires the reporting of financial and descriptive information about an entity’s<br />

reportable segments on the basis of internal reports that are regularly reviewed by its management. The <strong>Group</strong><br />

assessed the impact of IFRS 8 and concluded that the main additional disclosures will be an analysis of the <strong>Group</strong>’s<br />

non current assets by geographical area. The <strong>Group</strong> will apply IFRS 8 from 1st January 2009.<br />

IAS 1, Presentation of Financial Statements (effective for annual periods beginning on or after 1st January 2009)<br />

replaces IAS 1 (revised in 2003) as amended in 2005 and sets overall requirements for the presentation of financial<br />

statements, guidelines for their structure and minimum requirement for their content. The <strong>Group</strong> will apply IAS 1<br />

from 1st January 2009.<br />

IAS 23, Borrowing Costs (effective for annual periods beginning on or after 1st January 2009) supersedes IAS 23<br />

(revised 1993) and requires the capitalization of borrowing costs relating to qualifying assets. The <strong>Group</strong> will<br />

apply IAS 23 from 1st January 2009 but there will be no impact on the results of the <strong>Group</strong>, as the <strong>Group</strong> was<br />

already following a policy of capitalizing borrowing costs directly attributable to the acquisition, construction<br />

and production of a qualifying asset.<br />

Amendments to IFRS 2, Share-based Payment – Vesting Conditions and Cancellations (effective for annual<br />

periods beginning on or after 1st January 2008) clarify the definition of vesting conditions and provide<br />

guidance on the accounting treatment of cancellations by parties other than the entity. The <strong>Group</strong> will apply<br />

the amendments to IFRS 2 from 1st January 2008 but it is not expected to have any significant impact on the<br />

results of the <strong>Group</strong>.<br />

IFRIC 11, IFRS 2 – <strong>Group</strong> and Treasury Share Transactions (effective for annual periods beginning on or after<br />

1st March 2007) addresses the accounting for share-based payment transactions involving two or more entities<br />

within a group. The <strong>Group</strong> will apply IFRIC 11 from 1st January 2008, but it is not expected to have any<br />

significant impact on the results of the <strong>Group</strong>.<br />

IFRIC 13, Customer Loyalty Programmes (effective for annual periods beginning on or after 1st July 2008)<br />

addresses the accounting by entities that grant loyalty award credits to customers who buy goods or services.<br />

Specifically it explains how such entities should account for their obligation to provide free or discounted goods<br />

to customers who redeem award credits. The <strong>Group</strong> will apply IFRIC 13 from 1st January 2009, but it is not<br />

expected to have any significant impact on the results of the <strong>Group</strong>.<br />

IFRIC 14, IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction<br />

(effective for annual periods beginning on or after 1st January 2008) provides general guidance on how to assess<br />

the limit in IAS 19 on the amount of surplus in a pension plan that can be recognized as an asset by the employer<br />

under a defined benefit plan. It also explains how the pension asset or liability may be affected when there is a<br />

statutory or contractual minimum funding requirement. The <strong>Group</strong> will apply IFRIC 14 from 1st January 2008,<br />

but it is not expected to have any significant impact on the results of the <strong>Group</strong>.<br />

The principal operating subsidiaries, associates and joint ventures have different functional currencies in line<br />

with the economic environments of the locations in which they operate. The functional currency of the Company<br />

is United States dollars. The consolidated financial statements are presented in United States dollars.<br />

The <strong>Group</strong>’s reportable segments are set out in note 1.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 33


Principal Accounting Policies Continued<br />

B Basis of consolidation<br />

i) The consolidated financial statements include the financial statements of the Company, its subsidiary<br />

undertakings and, on the basis set out in (ii) below, its associates and joint ventures. Subsidiary undertakings<br />

are entities over which the <strong>Group</strong> has the power to govern the financial and operating policies. The results of<br />

subsidiary undertakings, associates and joint ventures are included or excluded from their effective dates of<br />

acquisition or disposal respectively. All material intercompany transactions, balances and unrealized surpluses<br />

and deficits on transactions between <strong>Group</strong> companies have been eliminated. The cost of and related income<br />

arising from shares held in the Company by subsidiary undertakings are eliminated from shareholders’ funds<br />

and minority interests, and profit respectively.<br />

ii) Associates are entities, not being subsidiary undertakings or joint ventures, over which the <strong>Group</strong> exercises<br />

significant influence. Joint ventures are entities which the <strong>Group</strong> jointly controls with one or more other<br />

venturers. Associates and joint ventures are included on the equity basis of accounting.<br />

iii) Minority interests represent the proportion of the results and net assets of subsidiary undertakings and their<br />

associates and joint ventures not attributable to the <strong>Group</strong>.<br />

iv) The results of entities other than subsidiary undertakings, associates and joint ventures are included only to the<br />

extent of dividends received.<br />

C Foreign currencies<br />

Transactions in foreign currencies are accounted for at the exchange rates ruling at the transaction dates.<br />

Assets and liabilities of subsidiary undertakings, associates and joint ventures, together with all other monetary<br />

assets and liabilities expressed in foreign currencies are translated into United States dollars at the rates of exchange<br />

ruling at the year end. Results expressed in foreign currencies are translated into United States dollars at the<br />

average rates of exchange ruling during the year.<br />

Exchange differences arising from the retranslation of the net investment in foreign subsidiary undertakings,<br />

associates and joint ventures, and of financial instruments which are designated as hedges of such investments, are<br />

taken directly to exchange reserves. On the disposal of these investments, such exchange differences are recognized<br />

in the consolidated profit and loss account as part of the profit or loss on disposal. Exchange differences on other<br />

non-current investments are dealt with in reserves as part of the gains and losses arising from changes in their fair<br />

value. All other exchange differences are dealt with in the consolidated profit and loss account.<br />

Goodwill and fair value adjustments arising on acquisition of a foreign entity after 1st January 2003 are treated as<br />

assets and liabilities of the foreign entity and translated into United States dollars at the rate of exchange ruling at<br />

the year end.<br />

D Impairment<br />

Assets that have indefinite useful lives are not subject to amortization and are tested for impairment annually<br />

and whenever there is an indication that the assets may be impaired. Assets that are subject to amortization are<br />

reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not<br />

be recoverable. Cash-generating units to which goodwill has been allocated are tested for impairment annually and<br />

whenever there is an indication that the units may be impaired. An impairment loss is recognized for the amount<br />

by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of an asset’s fair<br />

value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest<br />

level for which there are separately identifiable cash flows.<br />

34 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


E Intangible assets<br />

i) Goodwill represents the excess of the cost of an acquisition over the fair value of the <strong>Group</strong>’s share of the net<br />

identifiable assets of the acquired subsidiary undertakings, associate or joint venture at the effective date of<br />

acquisition, and, in respect of an increase in holding in a subsidiary undertakings, the excess of the cost of<br />

acquisition over the carrying amount of the proportion of the minority interests acquired. If the cost of<br />

acquisition is less than the fair value of the net assets acquired or the carrying amount of the proportion of the<br />

minority interests acquired, the difference is recognized directly in the consolidated profit and loss account.<br />

Goodwill on acquisitions of subsidiary undertakings is included in intangible assets. Goodwill on acquisitions<br />

of associates and joint ventures is included in investment in associates and joint ventures. Goodwill is allocated<br />

to cash-generating units for the purpose of impairment testing and is carried at cost less accumulated<br />

impairment loss.<br />

The profit or loss on disposal of subsidiary undertakings, associates and joint ventures includes the carrying<br />

amount of goodwill relating to the entity sold.<br />

ii) Land use rights are payments to third parties to acquire long-term interests in owner-occupied property. These<br />

payments are stated at cost and are amortized over the useful life of the lease which includes the renewal period<br />

if the lease can be renewed without significant cost.<br />

iii) Computer software represents acquired computer software licences which are capitalized on the basis of the<br />

costs incurred to acquire and bring to use the specific software. These costs are amortized over their estimated<br />

useful lives.<br />

F Tangible fixed assets and depreciation<br />

Freehold land and buildings, and the building component of owner-occupied leasehold properties are stated<br />

at valuation. Independent valuations are performed every three years on an open market basis and, in the case<br />

of the building component of leasehold properties, on the basis of depreciated replacement cost. Depreciated<br />

replacement cost is used as the most reliable basis of allocating open market value to the building component.<br />

In the intervening years, the Directors review the carrying values and adjustment is made where there has been<br />

a material change. Revaluation surpluses and deficits are dealt with in property revaluation reserves except for<br />

movements on individual properties below depreciated cost which are dealt with in the consolidated profit and<br />

loss account. Grants related to tangible fixed assets are deducted in arriving at the carrying amount of the assets.<br />

Other tangible fixed assets are stated at cost less amounts provided for depreciation.<br />

Depreciation is calculated on the straight-line basis to allocate the cost or valuation of each asset to its residual<br />

value over its estimated useful life. The residual values and useful lives are reviewed at each balance sheet date.<br />

The estimated useful lives and principal rates in use are as follows:<br />

Freehold land –<br />

Freehold and long leasehold buildings 21 years to 150 years<br />

Properties on leases with less than 20 years over unexpired period of lease<br />

Surface finishes and services 20 years to 30 years<br />

Leasehold improvements 10%<br />

Plant and machinery 6.7% – 10%<br />

Furniture and equipment 10 – 33.3%<br />

No depreciation is provided on freehold land as it is deemed to have an indefinite life.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 35


Principal Accounting Policies Continued<br />

F Tangible fixed assets and depreciation continued<br />

Where the carrying amount of a tangible fixed asset is greater than its estimated recoverable amount, it is written<br />

down immediately to its recoverable amount.<br />

The profit or loss on disposal of tangible fixed assets is recognized by reference to their carrying amount.<br />

The cost of maintenance and repairs of the buildings is charged to the consolidated profit and loss account as<br />

incurred.<br />

G Leases<br />

Leases are classified as finance leases when the terms of the lease transfer substantially all the risks and rewards of<br />

ownership to the lessee. All other leases are classified as operating leases.<br />

Payments made under operating leases (net of any incentives received from the lessor) are charged to the<br />

consolidated profit and loss account on a straight line basis over the period of the lease. When a lease is terminated<br />

before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognized<br />

as an expense in the year in which termination takes place.<br />

H Loan receivables<br />

Loan receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an<br />

active market. They are included in current assets, except for maturities greater than 12 months after the balance<br />

sheet date which are classified as non-current assets. Loan receivables are carried at amortized cost using the<br />

effective interest method.<br />

I Other investments<br />

Other investments are non-financial assets and are stated at cost less provision for impairment.<br />

J Development costs<br />

Costs directly attributable to development projects, including borrowing costs, are capitalized to the extent that<br />

such expenditure is expected to generate future economic benefits and upon completion of the project are included<br />

in non-current assets.<br />

K Stocks<br />

Stocks, which principally comprise beverages and consumables, are stated at the lower of cost and net realizable<br />

value. Cost is determined by the first-in, first-out method.<br />

L Debtors<br />

Debtors are measured at amortized cost using the effective interest method. Provision for impairment is<br />

established when there is objective evidence that the outstanding amounts will not be collected or by reference to<br />

historical loss experience. Significant financial difficulties of the debtor, probability that the debtor will enter<br />

bankruptcy or financial reorganization, and default or delinquency in payments are considered indicators that the<br />

debtor is impaired. The carrying amount of the asset is reduced through the use of an allowance account and the<br />

amount of the loss is recognized in arriving at operating profit. When a debtor is uncollectible, it is written off<br />

against the allowance account. Subsequent recoveries of amount previously written off are credited in the profit<br />

and loss account. Debtors with maturities greater than twelve months after the balance sheet date are classified<br />

under non-current assets.<br />

36 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


M Cash and cash equivalents<br />

For the purposes of the cash flow statement, cash and cash equivalents comprise deposits with banks and financial<br />

institutions and bank and cash balances, net of bank overdrafts. In the balance sheet, bank overdrafts are included<br />

in current borrowings.<br />

N Provisions<br />

Provisions are recognized when the <strong>Group</strong> has present legal or constructive obligations as a result of past events,<br />

it is probable that an outflow of resources embodying economic benefits will be required to settle the obligations,<br />

and a reliable estimate of the amount of the obligations can be made.<br />

O Borrowings and borrowing costs<br />

Borrowings are initially recognized at fair value, net of transaction costs incurred. In subsequent periods,<br />

borrowings are stated at amortized cost using the effective interest method.<br />

Borrowing costs relating to major development projects are capitalized until the asset is substantially completed.<br />

Capitalized borrowing costs are included as part of the cost of the asset. All other borrowing costs are expensed<br />

as incurred.<br />

Borrowings are classified under non-current liabilities unless their maturities are within twelve months after the<br />

balance sheet date.<br />

P Government grants<br />

Grants from governments are recognized at their fair value when there is reasonable assurance that the grant will be<br />

received and the <strong>Group</strong> will comply with all attached conditions.<br />

Grants relating to the development of hotel property are deducted in arriving at the carrying amount of the hotel<br />

property.<br />

Q Deferred tax<br />

Deferred tax is provided, using the liability method, for all temporary differences arising between the tax bases of<br />

assets and liabilities and their carrying values.<br />

Provision for deferred tax is made on the revaluation of certain non-current assets and, in relation to acquisitions,<br />

on the difference between the fair values of the net assets acquired and their tax base. Provision for withholding tax<br />

which could arise on the remittance of retained earnings relating to subsidiary undertakings is only made where<br />

there is a current intention to remit such earnings.<br />

Deferred tax assets relating to the carry forward of unused tax losses are recognized to the extent that it is probable<br />

that future taxable profit will be available against which the unused tax losses can be utilized.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 37


Principal Accounting Policies Continued<br />

R Employee benefits<br />

i) Pension obligations<br />

The <strong>Group</strong> operates a number of defined benefit and defined contribution plans, the assets of which are held in<br />

trustee administered funds.<br />

Pension accounting costs for defined benefit plans are assessed using the projected unit credit method. Under<br />

this method, the costs of providing pensions are charged to the consolidated profit and loss account spreading<br />

the regular cost over the service lives of employees in accordance with the advice of qualified actuaries, who<br />

carry out a full valuation of major plans every year. The pension obligations are measured as the present value<br />

of the estimated future cash outflows by reference to market yields on high quality corporate bonds which<br />

have terms to maturity approximating the terms of the related liability. Plan assets are measured at fair value.<br />

Actuarial gains and losses are recognized in full in the year in which they occur, outside the consolidated profit<br />

and loss account, in the consolidated statement of recognized income and expense.<br />

The <strong>Group</strong>’s total contributions relating to the defined contribution plans are charged to the consolidated<br />

profit and loss account in the year to which they relate.<br />

ii) Share-based compensation<br />

The <strong>Group</strong> has a Senior Executive Share Incentive Scheme in order to provide selected executives with options<br />

to purchase ordinary shares in the Company.<br />

The fair value of the employee services received in exchange for the grant of the options in respect of options<br />

granted after 7th November 2002 is recognized as an expense. The total amount to be expensed over the<br />

vesting period is determined by reference to the fair value of the options granted. At each balance sheet date,<br />

the <strong>Group</strong> revises its estimates of the number of options that are expected to become exercisable. The impact<br />

of the revision of original estimates, if any, is recognized in the consolidated profit and loss account.<br />

S Dividends<br />

Dividends proposed or declared after the balance sheet date are not recognized as a liability at the balance sheet<br />

date.<br />

T Revenue recognition<br />

Revenue is measured at the fair value of the consideration received and receivable and represents amounts<br />

receivable for goods and services provided in the normal course of business, net of discounts and sales related taxes.<br />

Revenue from hotel ownership comprises amounts earned in respect of services, facilities and goods supplied<br />

by the subsidiary hotels. Revenue from the rendering of services is recognized when services are performed,<br />

provided that the amount can be measured reliably. Revenue from the sale of goods is recognized on the transfer<br />

of significant risks and rewards of ownership, which generally coincides with the time when the goods are delivered<br />

to customers and title has passed.<br />

Revenue from hotel management comprises gross fees earned from the management of all the hotels operated by<br />

the <strong>Group</strong>.<br />

Management fees charged to the subsidiary hotels are eliminated upon consolidation.<br />

Dividend income is recognized when the right to receive payment is established.<br />

38 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


U Derivative financial instruments<br />

The <strong>Group</strong> only enters into derivative financial instruments in order to hedge underlying exposures. Derivative<br />

financial instruments are initially recognized at fair value on the date a derivative contract is entered into and are<br />

subsequently remeasured at their fair value. The method of recognizing the resulting gain or loss is dependent on<br />

the nature of the item being hedged. The <strong>Group</strong> designates certain derivatives as either a hedge of the fair value of<br />

a recognized asset or liability (fair value hedge), or a hedge of a forecasted transaction or of the foreign currency<br />

risk on a firm commitment (cash flow hedge), or a hedge of a net investment in a foreign entity.<br />

Changes in the fair value of derivatives that are designated and qualify as cash flow hedges and that are highly<br />

effective, are recognized in hedging reserves. Where the forecasted transaction or firm commitment results in<br />

the recognition of a non-financial asset or of a non-financial liability, the gains and losses previously deferred in<br />

hedging reserves are transferred from hedging reserves and included in the initial measurement of the cost of the<br />

asset or liability. Otherwise, amounts deferred in hedging reserves are transferred to the consolidated profit and<br />

loss account and classified as income or expense in the same periods during which the hedged firm commitment<br />

or forecasted transaction affects the consolidated profit and loss account. When a hedging instrument expires or<br />

is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in<br />

hedging reserves at that time remains in the hedging reserves and is recognized when the committed or forecasted<br />

transaction ultimately is recognized in the consolidated profit and loss account. When a committed or forecasted<br />

transaction is no longer expected to occur, the cumulative gain or loss that was reported in hedging reserves is<br />

immediately transferred to the consolidated profit and loss account.<br />

Certain derivative transactions, while providing effective economic hedges under the <strong>Group</strong>’s risk management<br />

policies, do not qualify for hedge accounting under the specific rules in IAS 39. Changes in the fair value of any<br />

derivative instruments that do not qualify for hedge accounting under IAS 39 are recognized immediately in the<br />

consolidated profit and loss account.<br />

Hedges of net investments in foreign entities are accounted for on a similar basis to that used for cash flow hedges.<br />

Any gain or loss on the hedging instrument relating to the effective portion of the hedge is recognized in exchange<br />

reserves; the gain or loss relating to the ineffective portion is recognized immediately in the consolidated profit and<br />

loss account.<br />

The fair value of derivatives which are designated and qualified as effective hedges are classified as non-current<br />

assets or liabilities if the remaining maturities of the hedged assets or liabilities are greater than twelve months after<br />

the balance sheet date.<br />

V Earnings per share<br />

Basic earnings per share are calculated on profit attributable to shareholders and on the weighted average<br />

number of shares in issue during the year. The weighted average number excludes the shares held by the Trustee<br />

under the Senior Executive Share Incentive Schemes. For the purpose of calculating diluted earnings per share,<br />

profit attributable to shareholders is adjusted for the effects of the conversion of dilutive potential ordinary shares,<br />

and the weighted average number of shares is adjusted for the number of shares which are deemed to be issued<br />

for no consideration under the Senior Executive Share Incentive Schemes based on the average share price during<br />

the year.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 39


Principal Accounting Policies Continued<br />

W Non-current assets classified as held for sale<br />

Non-current assets are classified as held for sale and stated at the lower of carrying amount and fair value less<br />

costs to sell if their carrying amount is recovered principally through a sale transaction rather than through<br />

continuing use.<br />

X Financial guarantee contracts<br />

Financial guarantee contracts under which the <strong>Group</strong> accepts significant risk from a third party by agreeing<br />

to compensate that party on the occurrence of a specified uncertain future event are accounted for in a manner<br />

similar to insurance contracts. Provisions are recognized when it is probable that the <strong>Group</strong> has obligations<br />

under such guarantees and an outflow of resources embodying economic benefits will be required to settle<br />

the obligations.<br />

40 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Financial Risk Management<br />

A Financial risk factors<br />

The <strong>Group</strong>’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk and<br />

interest rate risk), credit risk and liquidity risk.<br />

The <strong>Group</strong>’s treasury function co-ordinates, under the directions of the Board of <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong><br />

<strong>Group</strong> International Limited, financial risk management policies and their implementation. The <strong>Group</strong>’s treasury<br />

policies are designed to manage the financial impact of fluctuations in interest rates and foreign exchange rates and<br />

to minimise the <strong>Group</strong>’s financial risks. The <strong>Group</strong> uses derivative financial instruments, principally interest rate<br />

swaps and caps, and forward foreign exchange contracts as appropriate for hedging transactions and managing the<br />

<strong>Group</strong>’s assets and liabilities in accordance with the <strong>Group</strong>’s financial risk management policies. It is the <strong>Group</strong>’s<br />

policy not to enter into derivative transactions for speculative purposes. The notional amounts and fair values of<br />

derivative financial instruments at 31st December 2007 are disclosed in note 28.<br />

i) Market risk<br />

Foreign exchange risk<br />

Entities within the <strong>Group</strong> are exposed to foreign exchange risk from future commercial transactions, net<br />

investments in foreign operations and net monetary assets and liabilities that are denominated in a currency<br />

that is not the entity’s functional currency.<br />

<strong>Group</strong> companies are required to manage their foreign exchange risk against their functional currency. To<br />

manage their foreign exchange risk arising from future commercial transactions, entities in the <strong>Group</strong> use<br />

forward foreign exchange contracts and foreign currency options in a consistent manner to hedge firm and<br />

anticipated foreign exchange commitments. Forward foreign exchange contracts may also be used to hedge<br />

net investments in foreign operations where the currency concerned is anticipated to be volatile, the exposure<br />

of the <strong>Group</strong> is material and the hedging is cost effective. Foreign currency borrowings are required to be<br />

swapped into the entity’s functional currency using cross-currency swaps except where the foreign currency<br />

borrowings are repaid with cash flows generated in the same foreign currency. The purpose of these hedges is<br />

to mitigate the impact of movements in foreign exchange rates on assets and liabilities and the profit and loss<br />

account of the <strong>Group</strong>.<br />

At 31st December 2007, if the United States dollar had strengthened/weakened by 10% against the Pound<br />

Sterling with all other variables held constant, the <strong>Group</strong>’s profit after tax and total equity would have been<br />

US$0.3 million (2006: US$0.2 million) lower/higher, arising from foreign exchange losses/gains taken to the<br />

profit and loss account on translation. The sensitivity analysis has been determined assuming that the change<br />

in foreign exchange rates had occurred at the balance sheet date and all other variables, in particular interest<br />

rates, had remained constant. The stated change represents management’s assessment of reasonably possible<br />

changes in foreign exchange rates over the period until the next annual balance sheet date. There are no other<br />

significant monetary balances held by <strong>Group</strong> companies at 31st December 2007 that are denominated in<br />

a non-functional currency. Currency risks as defined by IFRS 7 arise on account of monetary assets and<br />

liabilities being denominated in a currency that is not the functional currency; differences resulting from the<br />

translation of financial statements into the <strong>Group</strong>’s presentation currency are not taken into consideration.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 41


Financial Risk Management Continued<br />

A Financial risk factors continued<br />

i) Market risk continued<br />

Interest rate risk<br />

The <strong>Group</strong> is exposed to interest rate risk through the impact of rate changes on interest bearing liabilities<br />

and assets. These exposures are managed partly by using natural hedges that arise from offsetting interest rate<br />

sensitive assets and liabilities, and partly through the use of derivative financial instruments such as interest<br />

rate swaps, caps and collars. The <strong>Group</strong> monitors interest rate exposure on a monthly basis by currency and<br />

business unit, taking into consideration proposed financing and hedging arrangements. The <strong>Group</strong>’s guideline<br />

is to maintain 40% – 60% of its borrowings, in fixed rate instruments with an average tenor of less than<br />

1 to 7 years. At 31st December 2007 the <strong>Group</strong>’s interest rate hedge was 49% (2006: 46%), with an average<br />

tenor of 2.9 years (2006: 2.4 years). The interest rate profile of the <strong>Group</strong>’s borrowings after taking into<br />

account hedging transactions are set out in note 17.<br />

Cash flow interest rate risk is the risk that changes in market interest rates will impact cash flows arising from<br />

variable rate financial instruments. Borrowings at floating rates therefore expose the <strong>Group</strong> to cash flow interest<br />

rate risk. The <strong>Group</strong> manages this risk by using forward rate agreements to a maturity of one year, and by<br />

entering into interest rate swaps and caps for a maturity of up to seven years. Forward rate agreements and<br />

interest rate swaps have the economic effect of converting borrowings from floating rate to fixed rate, caps<br />

provide protection against a rise in floating rates above a pre-determined rate, whilst collars combine the<br />

purchase of a cap and the sale of a floor to specify a range in which an interest rate will fluctuate.<br />

At 31st December 2007, if interest rates had been 100 basis points higher/lower with all other variables held<br />

constant, the <strong>Group</strong>’s profit after tax would have been US$0.1 million (2006: US0.5 million) lower/higher<br />

and hedging reserves would have been US$3.8 million (2006: US$3.6 million) lower/higher, as a result of<br />

a decrease/increase in interest expense on variable rate borrowings and movements in the hedging reserves<br />

caused by fair value changes to cash flow hedges. The sensitivity analysis has been determined assuming that<br />

the change in interest rates had occurred at the balance sheet date and had been applied to the exposure to<br />

interest rate risk for both derivative and non-derivative financial instruments in existence at that date. The<br />

100 basis point increase or decrease represents management’s assessment of a reasonable possible change in<br />

those interest rates which have the most impact on the <strong>Group</strong>, specifically the United States, Hong Kong and<br />

UK rates, over the period until the next annual balance sheet date. In the case of effective fair value hedges,<br />

changes in fair value caused by interest rate movements balance out in the profit and loss account against<br />

changes in the fair value of the hedged item. Changes in the market interest rate of financial instruments that<br />

were designated as hedging instruments in a cash flow hedge to hedge payment fluctuations resulting from<br />

interest rate movements affect the hedging reserves and are therefore taken into consideration in the<br />

equity-related sensitivity calculations. Changes in market interest rates affect the interest income or expense<br />

of non-derivative variable-interest financial instruments, the interest payments of which are not designated<br />

as hedged items of cash flow hedges against interest rate risks. As a consequence, they are included in the<br />

calculation of profit after tax sensitivities.<br />

42 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


A Financial risk factors continued<br />

ii) Credit risk<br />

The <strong>Group</strong>’s credit risk is primarily attributable to deposits with banks, credit exposures to customers and<br />

derivative financial instruments with a positive fair value. The <strong>Group</strong> has credit policies in place and the<br />

exposures to these credit risks are monitored on an ongoing basis.<br />

The <strong>Group</strong> manages its cash balances with banks and financial institutions and transactions involving<br />

derivative financial instruments by monitoring credit ratings and limiting the aggregate risk to any individual<br />

counterparty. The utilization of credit limits is regularly monitored. At 31st December 2007 cash balances<br />

with banks and financial institutions amounted to US$492 million (2006: US$287 million), of which<br />

over 99% (2006: 99%) were made to financial institutions with credit ratings of no less than A- (Fitch).<br />

Similarly transactions involving derivative financial instruments are with banks with sound credit ratings. At<br />

31st December 2007 the fair value of derivative financial instruments receivable amounted to US$0.2 million<br />

(2006: US$2.9 million). Management does not expect any counterparty to fail to meet its obligations.<br />

In respect of credit exposures to customers, the <strong>Group</strong> has policies in place to ensure that sales on credit<br />

without collateral are made principally to travel agents and corporate companies with an appropriate credit<br />

history. Sales to other customers are made in cash or via major credit cards.<br />

The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the<br />

balance sheet after deducting any impairment allowance. The <strong>Group</strong>’s exposure to credit risk arising from<br />

debtors is set out in note 15 and totals US$69.3 million (2006: US$65.7 million). The <strong>Group</strong>’s exposure to<br />

credit risk arising from exposure to derivative financial instruments with a positive fair value is disclosed in<br />

note 15 as a component of other debtors and totals US$0.1 million (2006: nil). The <strong>Group</strong>’s exposure to credit<br />

risk arising from bank balances totals US$492 million (2006: US$287 million).<br />

iii)Liquidity risk<br />

Prudent liquidity risk management includes managing the profile of debt maturities and funding sources,<br />

maintaining sufficient cash and marketable securities, and ensuring the availability of funding from an<br />

adequate amount of committed credit facilities and the ability to close out market positions. The <strong>Group</strong>’s<br />

ability to fund its existing and prospective debt requirements is managed by maintaining diversified funding<br />

sources with adequate committed funding lines from high quality lenders.<br />

At 31st December 2007, total available borrowing facilities amounted to US$848 million<br />

(2006: US$754 million) of which US$677 million (2006: US$601 million) was drawn down. Undrawn<br />

committed facilities, in the form of revolving credit and term loan facilities, totaled US$171 million<br />

(2006: US$153 million) in addition to its cash balances of US$492 million (2006: US$287 million).<br />

An ageing analysis of the <strong>Group</strong>’s financial liabilities based on the remaining period at the balance sheet to the<br />

contractual maturity dates is included in notes 16, 17 and 28.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 43


Financial Risk Management Continued<br />

B Capital management<br />

The <strong>Group</strong>’s objectives when managing capital are to safeguard the <strong>Group</strong>’s ability to continue as a going concern<br />

whilst seeking to maximize benefits to shareholders and other stakeholders.<br />

The <strong>Group</strong> actively and regularly reviews and manages its capital structure to ensure optimal capital structure and<br />

shareholder returns, taking into consideration the future capital requirements of the <strong>Group</strong> and capital efficiency,<br />

prevailing and projected profitability, projected operating cash flows, projected capital expenditures and projected<br />

strategic investment opportunities. In order to maintain or adjust the capital structure, the <strong>Group</strong> may adjust the<br />

amount of dividends paid to shareholders, purchase <strong>Group</strong> shares, return capital to shareholders, issue new shares<br />

or sell assets to reduce debt.<br />

The <strong>Group</strong> monitors capital on the basis of the <strong>Group</strong>’s consolidated gearing ratio and consolidated interest cover.<br />

The gearing ratio is calculated as net debt divided by total equity. Net debt is calculated as total borrowings less<br />

bank balances and other liquid funds. Interest cover is calculated as operating profit (excluding gains on disposal<br />

and the writeback of impairment) before interest and tax (including the <strong>Group</strong>’s share of operating profit from<br />

associates and joint ventures) divided by net financing charges (including the <strong>Group</strong>’s share of net financing<br />

charges from associates and joint ventures). The <strong>Group</strong> does not have a defined gearing or interest cover<br />

benchmark or range.<br />

The ratios at 31st December 2007 and 2006 based on IFRS balance sheets are as follows:<br />

2007 2006<br />

Gearing ratio 16% 31%<br />

Interest cover 5.6 2.9<br />

The increase in interest cover for the year ended 2007 compared with 2006 was primarily due to strong cash flows<br />

generated by <strong>Group</strong> companies. This has also contributed to the decrease in the gearing ratio for the year then<br />

ended which was also positively impacted by other changes in reserves including the revaluation surplus.<br />

C Fair value estimation<br />

The fair value of listed investments is based on quoted market prices. The quoted market price used for listed<br />

investments held by the <strong>Group</strong> is the current bid price.<br />

The fair values of current debtors, bank balances and other liquid funds, current creditors, current borrowings,<br />

and current provisions are assumed to approximate their carrying amount due to the short-term maturities of these<br />

assets and liabilities.<br />

The fair values of long-term borrowings are based on market prices or are estimated using the expected future<br />

payments discounted at market interest rates.<br />

The fair value of interest rate swaps and caps is calculated by reference to the present value of the estimated future<br />

cash flows, taking into account current interest rates as observed from the market.<br />

44 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Critical Accounting Estimates and Judgements<br />

Estimates and judgements used in preparing the financial statements are continually evaluated and are based on<br />

historical experience and other factors, including expectations of future events that are believed to be reasonable.<br />

The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and<br />

assumptions that have a significant effect on the carrying amounts of assets and liabilities are discussed below:<br />

i) Impairment of assets<br />

The <strong>Group</strong> tests annually whether goodwill and other assets that have indefinite useful lives suffered any<br />

impairment. Other assets are reviewed for impairment whenever events or changes in circumstances indicate<br />

that the carrying amount of the asset exceeds its recoverable amount. The recoverable amount of an asset or a cash<br />

generating unit is determined based on the higher of its fair value less cost to sell and value in use, calculated on<br />

the basis of management’s assumptions and estimates. Changing the key assumptions, including the discount rates<br />

or the growth rate assumptions in the cash flow projections, could materially affect the value-in-use calculations.<br />

In determining when an investment is other-than-temporarily impaired, significant judgement is required. In<br />

making this judgement, the <strong>Group</strong> evaluates, among other factors, the duration and extent to which the fair value<br />

of an investment is less than its cost; and the financial health of and near-term business outlook for the investee,<br />

including factors such as industry and sector performance, changes in technology and operational and financing<br />

cash flow.<br />

ii) Property valuation<br />

In arriving at the fair value of the properties, which is determined by using the income capitalization approach for<br />

existing use basis, the independent valuers have to make assumptions that are mainly based on market conditions<br />

existing at the balance sheet date and appropriate capitalization rates. Should these assumptions and estimates<br />

change, or not be met, the valuation as adopted in the financial statements will be affected.<br />

iii)Tangible fixed assets and depreciation<br />

Freehold land and buildings, and the building component of owner-occupied leasehold properties are valued every<br />

three years by independent valuers. In the intervening years the <strong>Group</strong> reviews the carrying values and adjustment<br />

is made where there has been a material change. In arriving at the valuation of land and buildings, assumptions<br />

and economic estimates have to be made.<br />

Management determines the estimated useful lives and related depreciation charges for the <strong>Group</strong>’s tangible fixed<br />

assets. Management will revise the depreciation charge where useful lives are different to previously estimated, or<br />

it will write-off or write-down technically obsolete or non-strategic assets that have been abandoned or sold.<br />

iv) Income taxes<br />

The <strong>Group</strong> is subject to income taxes in numerous jurisdictions. Significant judgement is required in determining<br />

the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax<br />

determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is<br />

different from the amounts that were initially recorded, such differences will impact the income tax and deferred<br />

tax provisions in the period in which such determination is made.<br />

Recognition of deferred tax assets, which principally relate to tax losses, depends on the management’s expectation<br />

of future taxable profit that will be available against which the tax losses can be utilized. The outcome of their<br />

actual utilization may be different.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 45


Critical Accounting Estimates and Judgements Continued<br />

v) Pension obligations<br />

The present value of the pension obligations depends on a number of factors that are determined on an actuarial<br />

basis using a number of assumptions. The assumptions used in determining the net cost (income) for pensions<br />

include the expected long-term rate of return on the relevant plan assets and the discount rate. Any changes in<br />

these assumptions will impact the carrying amount of pension obligations.<br />

The expected return on plan assets assumption is determined on a uniform basis, taking into consideration longterm<br />

historical returns, asset allocation and future estimates of long-term investment returns.<br />

The <strong>Group</strong> determines the appropriate discount rate at the end of each year. This is the interest rate that should be<br />

used to determine the present value of estimated future cash outflows expected to be required to settle the pension<br />

obligations. In determining the appropriate discount rate, the <strong>Group</strong> considers the interest rates of high-quality<br />

corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to<br />

maturity approximating the terms of the related pension liability.<br />

Other key assumptions for pension obligations are based in part on current market conditions.<br />

46 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Notes to the Financial Statements<br />

1 Revenue<br />

2007 2006<br />

US$m US$m<br />

Analysis by geographical area<br />

– Hong Kong and Macau 200.8 106.3<br />

– Other Asia 119.3 111.0<br />

– Europe 146.4 123.3<br />

– The Americas 63.0 64.0<br />

529.5 404.6<br />

Analysis by activity<br />

– <strong>Hotel</strong> ownership 509.5 383.8<br />

– <strong>Hotel</strong> management 48.1 38.7<br />

– Less: Intra-<strong>Group</strong> revenue (28.1 ) (17.9 )<br />

529.5 404.6<br />

The <strong>Group</strong> considers its primary reporting segment to be geographic. The <strong>Group</strong> is operated on a worldwide basis in<br />

four regions: Hong Kong and Macau, Other Asia, Europe and The Americas. In addition, the <strong>Group</strong> has two distinct<br />

business segments: hotel ownership and hotel management. The <strong>Group</strong>’s segmental information is more fully<br />

described in note 19.<br />

2 Operating profit<br />

Restated<br />

2007 2006<br />

US$m US$m<br />

Analysis by geographical area<br />

– Hong Kong and Macau 54.2 (1.8 )<br />

– Other Asia 3.6 9.0<br />

– Europe 47.0 28.4<br />

– The Americas 2.9 9.5<br />

107.7 45.1<br />

– Gain on disposal of The Mark (refer note 5) – 76.8<br />

107.7 121.9<br />

Analysis by activity<br />

– <strong>Hotel</strong> ownership 92.4 33.7<br />

– <strong>Hotel</strong> management 15.3 11.4<br />

107.7 45.1<br />

– Gain on disposal of The Mark (refer note 5) – 76.8<br />

107.7 121.9<br />

The operating profit from hotel management in 2006 has been restated to reflect the reallocation of <strong>Group</strong><br />

management costs related to hotel ownership and the corporate function from hotel management activities where<br />

they were previously reported.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 47


Notes to the Financial Statements Continued<br />

2 Operating profit continued<br />

48 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

The following items have been (credited)/charged in arriving at operating profit:<br />

Rental income (9.4 ) (4.7 )<br />

Interest income from mezzanine loans (1.7 ) (4.5 )<br />

Depreciation of tangible assets (refer note 10)<br />

– Owned assets 37.6 28.4<br />

Amortization of intangible assets (refer note 9) 0.9 0.3<br />

Repairs and maintenance 19.8 17.0<br />

Operating lease payments 11.4 8.5<br />

Development costs 1.7 0.7<br />

Directors’ remuneration 4.8 4.2<br />

Employee benefit expense<br />

– Salaries and benefits in kind 180.4 156.4<br />

– Defined benefit pension costs (refer note 13) 1.2 2.0<br />

– Defined contribution pension costs 0.5 0.6<br />

– Share-based payments 2.7 1.7<br />

184.8 160.7<br />

Termination costs on hotel closure 3.1 –<br />

Realization of exchange gain arising on repatriation of capital from<br />

a foreign subsidiary undertaking (8.3 ) –<br />

Net foreign exchange loss/(gains) 1.4 (1.9 )<br />

3 Net financing charges<br />

Company and subsidiaries<br />

Interest income 18.9 11.0<br />

Interest expense<br />

– Bank loans (33.9 ) (25.1 )<br />

– Finance leases – (0.2 )<br />

(33.9 ) (25.3 )<br />

Commitment and other fees (1.4 ) (0.9 )<br />

Financing charges (35.3 ) (26.2 )<br />

Net financing charges (16.4 ) (15.2 )


4 Share of results of associates and joint ventures<br />

Operating Net financing Net<br />

profit charges Tax profit/(loss)<br />

US$m US$m US$m US$m<br />

2007<br />

Analysis by geographical area<br />

– Hong Kong and Macau 5.9 (0.4 ) (1.0 ) 4.5<br />

– Other Asia 25.3 (3.1 ) (3.9 ) 18.3<br />

– The Americas 6.0 (5.0 ) (0.9 ) 0.1<br />

37.2 (8.5 ) (5.8 ) 22.9<br />

Analysis by activity<br />

– <strong>Hotel</strong> ownership 35.6 (8.6 ) (5.2 ) 21.8<br />

– Other 1.6 0.1 (0.6 ) 1.1<br />

37.2 (8.5 ) (5.8 ) 22.9<br />

2006<br />

Analysis by geographical area<br />

– Hong Kong and Macau 5.7 (0.4 ) (0.3 ) 5.0<br />

– Other Asia 16.0 (3.4 ) (3.3 ) 9.3<br />

– The Americas 7.8 (7.0 ) (2.1 ) (1.3 )<br />

29.5 (10.8 ) (5.7 ) 13.0<br />

Analysis by activity<br />

– <strong>Hotel</strong> ownership 28.3 (10.8 ) (5.3 ) 12.2<br />

– Other 1.2 – (0.4 ) 0.8<br />

29.5 (10.8 ) (5.7 ) 13.0<br />

Share of results of associates and joint ventures is stated after charging depreciation and amortization of<br />

US$11.9 million (2006: US$13.1 million). It includes a US$5.1 million (2006: nil) writeback of an impairment<br />

previously made against the value of the <strong>Group</strong>’s interest in <strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur.<br />

5 Gain on disposal of The Mark<br />

The sale of the <strong>Group</strong>’s 100% interest in The Mark, New York was completed on 16th February 2006 for a gross<br />

consideration of US$150 million. The hotel was originally acquired in 2000 as part of the US$142.5 million<br />

acquisition of The Rafael <strong>Group</strong>. The pre-tax gain on this disposal was US$76.8 million, and the post-tax gain<br />

on the disposal was US$35 million.<br />

6 Gain on disposal related to an associate<br />

The sale of half of the <strong>Group</strong>’s 50% investment in <strong>Mandarin</strong> <strong>Oriental</strong>, New York was completed on 1st March 2007.<br />

This sale has reduced the <strong>Group</strong>’s interest in the hotel from 50% to 25%. The hotel was valued at US$340 million for<br />

the purpose of the sale. On disposal of the 25% interest, the <strong>Group</strong> recorded a pre-tax gain of US$25 million, with a<br />

post-tax gain of US$16 million after a tax charge of US$9 million arising on the disposal. The <strong>Group</strong> will continue to<br />

manage the hotel under a long-term agreement.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 49


Notes to the Financial Statements Continued<br />

7 Tax<br />

50 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Company and subsidiaries<br />

– Current tax 13.3 50.6<br />

– Deferred tax (refer note 14) 9.5 (11.1 )<br />

22.8 39.5<br />

Analysis by geographical area<br />

– Hong Kong and Macau 8.8 0.9<br />

– Other Asia 4.6 (0.4 )<br />

– Europe 6.3 5.8<br />

– The Americas 3.1 33.2<br />

22.8 39.5<br />

Analysis by activity<br />

– <strong>Hotel</strong> ownership 17.4 37.6<br />

– <strong>Hotel</strong> management 5.4 1.9<br />

22.8 39.5<br />

Reconciliation between tax expense and tax at the applicable tax rate:<br />

Tax at applicable tax rate 18.0 37.5<br />

(Income) expenses not (taxable) deductible for tax purposes (0.7 ) 2.3<br />

Tax losses not recognized 4.8 3.1<br />

Temporary differences not recognized 0.4 (0.3 )<br />

Utilization of previously unrecognized tax losses (0.2 ) (0.9 )<br />

Utilization of previously unrecognized temporary differences (2.4 ) (0.6 )<br />

Recognition of previously unrecognized deferred tax assets (2.1 ) (1.3 )<br />

Recognition of previously unrecognized temporary differences 1.8 (2.5 )<br />

Deferred tax assets written off 0.3 0.5<br />

Withholding tax 2.0 1.4<br />

Under provision in prior years 1.5 0.3<br />

Other (0.6 ) –<br />

22.8 39.5<br />

The applicable tax rate for the year was 17% (2006: 37%) and represents the weighted average of the rates of taxation<br />

prevailing in the territories in which the <strong>Group</strong> operates. The decrease in the applicable tax rate is caused by a change<br />

in the profitability of the <strong>Group</strong>’s subsidiary undertakings in the respective territories.<br />

The 2006 tax on profits included a tax charge of US$41.8 million arising on the disposal of the <strong>Group</strong>’s 100% interest<br />

in The Mark, New York (refer note 5).


8 Earnings per share<br />

Basic earnings per share are calculated on the profit attributable to shareholders of US$108.2 million<br />

(2006: US$80 million) and on the weighted average number of 969.8 million (2006: 966.6 million) shares<br />

in issue during the year (refer principal accounting policy (v)).<br />

Diluted earnings per share are calculated on profit attributable to shareholders of US$108.2 million<br />

(2006: US$80 million), which is after adjusting for the effects of the conversion of dilutive potential ordinary<br />

shares of subsidiary undertakings, associates or joint ventures, and on the weighted average number of 987.1 million<br />

(2006: 979.3 million) shares in issue during the year (refer principal accounting policy (v)).<br />

The weighted average number of shares is arrived at as follows:<br />

Ordinary shares in millions<br />

2007 2006<br />

Weighted average number of shares in issue 987.0 989.4<br />

Shares held by the Trustee under the Senior Executive Share Incentive Schemes (17.2 ) (22.8 )<br />

Weighted average number of shares for basic earnings per share calculation 969.8 966.6<br />

Adjustment for shares deemed to be issued for no consideration<br />

under the Senior Executive Share Incentive Schemes 17.3 12.7<br />

Weighted average number of shares for diluted earnings per share calculation 987.1 979.3<br />

Basic and diluted earnings per share are also presented based on the profit before gains on disposal and writeback of<br />

impairment. A reconciliation of earnings is set out below:<br />

2007 2006<br />

Basic Diluted Basic Diluted<br />

earnings earnings earnings earnings<br />

per share per share per share per share<br />

US$m US¢ US¢ US$m US¢ US¢<br />

Profit before gains on disposal and<br />

writeback of impairment 87.1 8.98 8.82 45.0 4.66 4.60<br />

Gains on disposal 16.0 35.0<br />

Writeback of impairment 5.1 –<br />

Profit attributable to shareholders 108.2 11.16 10.96 80.0 8.28 8.17<br />

<strong>Annual</strong> <strong>Report</strong> 2007 51


Notes to the Financial Statements Continued<br />

9 Intangible assets<br />

52 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Land use Computer<br />

Goodwill rights software Total<br />

US$m US$m US$m US$m<br />

2007<br />

Cost 23.3 195.0 0.8 219.1<br />

Amortization – (3.0 ) (0.1 ) (3.1 )<br />

Net book value at 1st January 23.3 192.0 0.7 216.0<br />

Translation differences – (0.7 ) 0.1 (0.6 )<br />

Additions – – 1.7 1.7<br />

Amortization – (0.5 ) (0.4 ) (0.9 )<br />

Net book value at 31st December 23.3 190.8 2.1 216.2<br />

Cost 23.3 194.3 2.6 220.2<br />

Accumulated amortization – (3.5 ) (0.5 ) (4.0 )<br />

23.3 190.8 2.1 216.2<br />

2006<br />

Cost 23.3 195.0 – 218.3<br />

Amortization – (2.8 ) – (2.8 )<br />

Net book value at 1st January 23.3 192.2 – 215.5<br />

Translation differences – (0.1 ) – (0.1 )<br />

Additions – – 0.8 0.8<br />

Transfer-in – 0.1 – 0.1<br />

Amortization – (0.2 ) (0.1 ) (0.3 )<br />

Net book value at 31st December 23.3 192.0 0.7 216.0<br />

Cost 23.3 195.0 0.8 219.1<br />

Accumulated amortization – (3.0 ) (0.1 ) (3.1 )<br />

23.3 192.0 0.7 216.0<br />

Management has performed an impairment review of the carrying amount of goodwill at 31st December 2007 and<br />

has concluded that no impairment is required. For the purpose of impairment testing, goodwill acquired has been<br />

allocated to the respective hotels and is reviewed for impairment based on individual hotel forecast operating<br />

performance and cash flows. Cash flow projections for impairment reviews are based on individual hotel budgets<br />

prepared on the basis of assumptions reflective of the prevailing market conditions, and are discounted appropriately.<br />

Key assumptions used for value-in-use calculations include average growth rates of between 2 to 12% to extrapolate<br />

cash flows, which may vary across the <strong>Group</strong>’s geographical locations, and are based on management expectations of<br />

the market development; and pre-tax discount rates of between 10% to 13% applied to the cash flow projections. The<br />

discount rates used reflect business specific risks relating to the business life-cycle and geographical location.<br />

The amortization charges are included in cost of sales in the consolidated profit and loss account.<br />

In 2006, the transfer-in represented leasehold land use rights reclassified from tangible assets (refer note 10).<br />

Land use rights represent the upfront payments to acquire long-term interests in property leased by the principal<br />

subsidiaries listed on pages 74 and 75.


10 Tangible assets<br />

Freehold Leasehold<br />

land & buildings & Plant & Furniture &<br />

buildings improvements machinery equipment Total<br />

US$m US$m US$m US$m US$m<br />

2007<br />

Costs or valuation 496.3 359.4 87.1 178.3 1,121.1<br />

Depreciation (12.9 ) (73.8 ) (45.1 ) (106.8 ) (238.6 )<br />

Net book value at 1st January 483.4 285.6 42.0 71.5 882.5<br />

Translation differences 10.4 12.0 1.2 2.4 26.0<br />

Additions 1.4 26.6 8.4 17.2 53.6<br />

Disposals – – – (0.1 ) (0.1 )<br />

Depreciation charge (3.2 ) (11.3 ) (4.5 ) (18.6 ) (37.6 )<br />

Revaluation surplus 71.0 (0.4 ) – – 70.6<br />

Net book value at 31st December 563.0 312.5 47.1 72.4 995.0<br />

Cost or valuation 579.1 397.6 96.7 195.5 1,268.9<br />

Accumulated depreciation (16.1 ) (85.1 ) (49.6 ) (123.1 ) (273.9 )<br />

563.0 312.5 47.1 72.4 995.0<br />

2006<br />

Costs or valuation 415.0 247.5 71.0 161.3 894.8<br />

Depreciation (10.2 ) (65.9 ) (42.5 ) (92.2 ) (210.8 )<br />

Net book value at 1st January 404.8 181.6 28.5 69.1 684.0<br />

Translation differences 31.1 18.2 1.5 1.6 52.4<br />

Additions 0.1 98.6 14.6 16.1 129.4<br />

Disposals – (0.1 ) – (0.1 ) (0.2 )<br />

Transfer-out – (0.1 ) – – (0.1 )<br />

Depreciation charge (2.7 ) (7.9 ) (2.6 ) (15.2 ) (28.4 )<br />

Revaluation surplus 50.1 (4.7 ) – – 45.4<br />

Net book value at 31st December 483.4 285.6 42.0 71.5 882.5<br />

Cost or valuation 496.3 359.4 87.1 178.3 1,121.1<br />

Accumulated depreciation (12.9 ) (73.8 ) (45.1 ) (106.8 ) (238.6 )<br />

483.4 285.6 42.0 71.5 882.5<br />

The <strong>Group</strong>’s freehold properties and the building component of leasehold properties were revalued at<br />

31st December 2007 by independent, professionally qualified valuers on an open market basis. As a result, there<br />

was an increase in the fair value of properties of US$70.6 million. After providing for deferred tax liabilities of<br />

US$23.6 million on the revalued amounts, US$47 million has been taken to capital reserves. In 2006, there<br />

was an increase in the fair value of properties of US$45.4 million. After providing for deferred tax liabilities of<br />

US$11.7 million on the revalued amounts, US$33.7 million was taken to capital reserves.<br />

Freehold land & buildings include a property valued at US$148.2 million (2006: US$110.9 million), which is stated<br />

net of tax incremental financing of US$29.8 million (2006: US$30.6 million) (refer note 18).<br />

If the freehold properties and the building component of leasehold properties had been included in the financial<br />

statements at cost less depreciation, the carrying value would have been US$646.5 million (2006: US$607.5 million).<br />

<strong>Annual</strong> <strong>Report</strong> 2007 53


Notes to the Financial Statements Continued<br />

10 Tangible assets continued<br />

Certain of the hotel properties are pledged as security for bank loans as shown in note 17.<br />

The transfer-out in 2006 represented leasehold land use rights reclassified to intangible asset (refer note 9).<br />

54 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Analysis of additions (including transfer in/(out)) by geographical area<br />

– Hong Kong and Macau 27.4 113.1<br />

– Other Asia 5.6 7.6<br />

– Europe 18.2 7.5<br />

– The Americas 2.4 1.1<br />

53.6 129.3<br />

Analysis of additions (including transfer in/(out)) by activity<br />

– <strong>Hotel</strong> ownership 51.6 128.1<br />

– <strong>Hotel</strong> management 2.0 1.2<br />

53.6 129.3<br />

Analysis of depreciation by geographical area<br />

– Hong Kong and Macau (14.2 ) (8.8 )<br />

– Other Asia (8.2 ) (6.8 )<br />

– Europe (9.9 ) (8.8 )<br />

– The Americas (5.3 ) (4.0 )<br />

(37.6 ) (28.4 )<br />

Analysis of depreciation by activity<br />

– <strong>Hotel</strong> ownership (36.4 ) (27.2 )<br />

– <strong>Hotel</strong> management (1.2 ) (1.2 )<br />

(37.6 ) (28.4 )<br />

11 Associates and joint ventures<br />

Listed investment in The <strong>Oriental</strong> <strong>Hotel</strong> (Thailand) PCL 75.6 69.2<br />

Unlisted investments in other associates 113.3 77.3<br />

<strong>Group</strong> share of attributable net assets of associates 188.9 146.5<br />

Joint ventures 15.7 43.5<br />

204.6 190.0<br />

Market value of listed investment in The <strong>Oriental</strong> <strong>Hotel</strong> (Thailand) PCL 81.8 66.6<br />

The operating properties owned by associates and joint ventures were revalued at 31st December 2007 by<br />

independent, professionally qualified valuers on an open market basis. As a result, the consolidated profit and loss<br />

account includes a US$5.1 million (2006: nil) writeback of an impairment previously made against the value of<br />

the <strong>Group</strong>’s 25% interest in <strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur. In addition, the <strong>Group</strong>’s share of the underlying<br />

revaluation surplus net of deferred tax, of US$1.6 million has been dealt with in capital reserves. In 2006, the <strong>Group</strong>’s<br />

share of the underlying revaluation surplus net of deferred tax, of US$16.6 million was dealt with in capital reserves.


11 Associates and joint ventures continued<br />

2007 2006<br />

US$m US$m<br />

The <strong>Group</strong>’s share of assets and liabilities and results of associates and joint ventures<br />

are summarized below:<br />

Associates<br />

Non-current assets 373.4 247.4<br />

Current assets 30.6 21.7<br />

Current liabilities (33.1 ) (19.7 )<br />

Non-current liabilities (182.0 ) (102.9 )<br />

Attributable net assets 188.9 146.5<br />

Revenue 116.3 76.0<br />

Profit before tax 23.2 13.1<br />

Net profit 18.4 9.9<br />

Capital commitments 5.6 2.9<br />

Contingent liabilities – –<br />

Joint ventures<br />

Non-current assets 24.6 111.9<br />

Current assets 5.6 8.0<br />

Current liabilities (6.8 ) (42.4 )<br />

Non-current liabilities (7.7 ) (34.0 )<br />

Attributable net assets 15.7 43.5<br />

Revenue 20.5 66.7<br />

Profit before tax 5.5 5.6<br />

Net profit 4.5 3.1<br />

Capital commitments 1.1 0.8<br />

Contingent liabilities – –<br />

Movements of share of attributable net assets for the year:<br />

At 1st January 190.0 174.0<br />

Net exchange translation differences 17.4 13.5<br />

Share of results 17.8 13.0<br />

Writeback of impairment of an associate 5.1 –<br />

Dividends received (12.8 ) (12.2 )<br />

Share of property revaluation net of tax 1.6 16.6<br />

Fair value loss on cash flow hedges net of tax (0.1 ) –<br />

Classified as held for sale (refer note 24) – (13.7 )<br />

Capital distribution (refer note 27e) (14.4 ) (1.2 )<br />

At 31st December 204.6 190.0<br />

<strong>Annual</strong> <strong>Report</strong> 2007 55


Notes to the Financial Statements Continued<br />

12 Loan receivables<br />

56 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

At 1st January 12.0 43.0<br />

Addition 3.4 0.2<br />

Repayment (12.0 ) –<br />

Classified as held for sale (refer note 24) – (31.2 )<br />

At 31st December 3.4 12.0<br />

The balance as at 31st December 2007 principally consists of a mezzanine loan which is interest-bearing at<br />

LIBOR+5.6% per annum with repayment on or before 22nd February 2010. The carrying amount of the loan<br />

receivable approximates its fair value.<br />

In 2006, the mezzanine loan of US$31.2 million to <strong>Mandarin</strong> <strong>Oriental</strong>, New York, which was interest-bearing<br />

at 13.5% per annum as from the opening of the hotel with no fixed terms of repayment had been classified as a<br />

non-current asset held for sale as at 31st December 2006 and has been fully repaid during 2007 pursuant to the<br />

<strong>Group</strong>’s sale of 25% interest in the hotel.<br />

13 Pension plans<br />

The <strong>Group</strong> has a number of defined benefit pension plans, covering all the main territories in which it operates with<br />

the major plans relating to employees in Hong Kong and South East Asia. Most of the pension plans are final salary<br />

defined benefit plans and are funded. The assets of the funded plans are held independently of the <strong>Group</strong>’s assets in<br />

separate trustee administered funds. The <strong>Group</strong>’s major plans are valued by independent actuaries annually using the<br />

projected unit credit method.<br />

The principal actuarial assumptions used for accounting purposes at 31st December are as follows:<br />

2007 2006<br />

Weighted Weighted<br />

average average<br />

% %<br />

Discount rate applied to pension obligations 4.9 4.6<br />

Expected return on plan assets 7.5 6.0<br />

Future salary increases 5.0 5.0<br />

The expected return on plan assets is determined on the basis of long-term average returns on global equities of 7% to<br />

10% per annum and global bonds of 3.5% to 5.5% per annum, and the long-term benchmark allocation of assets<br />

between equities and bonds in each plan.


13 Pension plans continued<br />

The amounts recognized in the consolidated balance sheet are as follows:<br />

2007 2006<br />

US$m US$m<br />

Fair value of plan assets 80.3 71.6<br />

Present value of funded obligations (46.4 ) (45.7 )<br />

33.9 25.9<br />

Unrecognized past service cost – (0.3 )<br />

Net pension assets 33.9 25.6<br />

Analysis of net pension assets<br />

Pension assets 34.0 27.1<br />

Pension liabilities (0.1 ) (1.5 )<br />

33.9 25.6<br />

Movements in the fair value of plan assets<br />

At 1st January 71.6 62.2<br />

Expected return on plan assets 5.3 3.7<br />

Actuarial gains 5.2 7.1<br />

Contributions from company 0.4 0.9<br />

Contributions from plan members 0.9 0.9<br />

Exchange difference (0.1 ) 0.4<br />

Benefits paid (3.2 ) (3.8 )<br />

Transfer-in of assets 0.2 0.2<br />

At 31st December 80.3 71.6<br />

Movements in the present value of defined benefit obligations<br />

At 1st January (45.7 ) (40.8 )<br />

Current service cost (4.1 ) (3.4 )<br />

Interest cost (2.2 ) (2.3 )<br />

Contributions from plan members (0.9 ) (0.9 )<br />

Actuarial gains and losses 2.4 (1.5 )<br />

Curtailment and settlement (0.4 ) –<br />

Exchange difference (0.1 ) (0.4 )<br />

Benefits paid – funded 3.2 3.8<br />

Benefits paid – unfunded 1.6 –<br />

Transfer-in of liabilities (0.2 ) (0.2 )<br />

At 31st December (46.4 ) (45.7 )<br />

<strong>Annual</strong> <strong>Report</strong> 2007 57


Notes to the Financial Statements Continued<br />

13 Pension plans continued<br />

The analysis of the fair value of plan assets at 31st December is as follows:<br />

58 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Equity instruments 48.5 51.0<br />

Debt instruments 16.2 16.9<br />

Other assets 15.6 3.7<br />

The five year history of experience adjustments is as follows:<br />

80.3 71.6<br />

2007 2006 2005 2004 2003<br />

US$m US$m US$m US$m US$m<br />

Fair value of plan assets 80.3 71.6 62.2 58.4 52.8<br />

Present value of funded obligations (46.4 ) (45.7 ) (40.8 ) (36.9 ) (34.9 )<br />

Plan surplus 33.9 25.9 21.4 21.5 17.9<br />

Experience adjustments on plan assets 5.1 7.1 1.9 3.8 9.1<br />

Percentage of plan assets (%) 6.4 9.9 3.1 6.6 17.2<br />

Experience adjustments on plan obligations 1.4 1.7 (1.2 ) 0.4 3.4<br />

Percentage of plan obligations (%) 3.0 3.7 3.0 1.2 9.8<br />

The net cumulative actuarial gains recorded in the Statement of Recognized Income and Expense is US$32 million<br />

(2006: US$24.4 million).<br />

The amounts recognized in the consolidated profit and loss account are as follows:<br />

2007 2006<br />

US$m US$m<br />

Current service cost 4.1 3.4<br />

Interest cost 2.2 2.3<br />

Loss on curtailment and settlement 0.2 –<br />

Expected return on plan assets (5.3 ) (3.7 )<br />

1.2 2.0<br />

Actual return on plan assets in the year 10.5 10.8<br />

It is estimated that the <strong>Group</strong> will make contributions of up to 10% of pensionable salaries into the pension plans<br />

in 2008.


14 Deferred tax<br />

Unremitted Provisions<br />

earnings in and other<br />

Accelerated tax Asset Pension associates & temporary<br />

depreciation revaluation plans joint ventures differences Losses Total<br />

US$m US$m US$m US$m US$m US$m US$m<br />

2007<br />

At 1st January (restated) 25.6 37.3 4.3 1.6 (11.8 ) (11.5 ) 45.5<br />

Exchange differences 0.9 0.7 (0.1 ) 0.3 0.2 (0.2 ) 1.8<br />

Charged/(credited) to<br />

consolidated profit<br />

and loss account 11.0 – – – 0.6 (2.1 ) 9.5<br />

Charged to equity – 22.0 1.4 – – – 23.4<br />

At 31st December 37.5 60.0 5.6 1.9 (11.0 ) (13.8 ) 80.2<br />

2006<br />

At 1st January 22.0 21.8 3.5 1.3 (1.2 ) (7.5 ) 39.9<br />

Exchange differences 0.7 3.1 – 0.2 (0.1 ) (0.6 ) 3.3<br />

Charged/(credited) to<br />

consolidated profit<br />

and loss account 2.9 – (0.2 ) 0.1 (10.5 ) (3.4 ) (11.1 )<br />

Charged to equity – 12.4 1.0 – – – 13.4<br />

At 31st December (restated) 25.6 37.3 4.3 1.6 (11.8 ) (11.5 ) 45.5<br />

2007 2006<br />

US$m US$m<br />

Deferred tax assets (27.5 ) (27.4 )<br />

Deferred tax liabilities 107.7 72.9<br />

80.2 45.5<br />

Deferred tax assets of US$29.7 million (2006: US$25.4 million) have not been recognized in relation to tax losses in<br />

subsidiaries as it is uncertain when these losses will be utilized.<br />

Expiry dates for deferred tax assets not recognized in relation to tax losses:<br />

Within one year 0.1 0.1<br />

Between two and five years 0.3 0.3<br />

Over five years 5.7 2.5<br />

With no expiry dates 23.6 22.5<br />

29.7 25.4<br />

Deferred tax balances predominantly comprise non-current items.<br />

Deferred tax assets of US$4.6 million (2006: US$2.7 million) have not been recognized in relation to temporary<br />

differences in subsidiaries.<br />

Deferred tax liabilities have not been established for withholding taxes that would be payable on the unremitted<br />

earnings of certain subsidiaries as there is no current intention of remitting the retained earnings to the holding<br />

companies.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 59


Notes to the Financial Statements Continued<br />

15 Debtors and prepayments<br />

60 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Trade debtors<br />

– third parties 38.9 38.8<br />

– associates and joint ventures 3.8 3.2<br />

42.7 42.0<br />

– provision for impairment (0.6 ) (1.2 )<br />

42.1 40.8<br />

Other debtors<br />

– third parties 24.8 23.3<br />

– associates and joint ventures 2.4 1.6<br />

27.2 24.9<br />

– provision for impairment – –<br />

27.2 24.9<br />

69.3 65.7<br />

Other debtors are further analyzed as follows:<br />

Other debtors 12.5 11.6<br />

Prepayments 10.4 10.2<br />

Amounts due from associates and joint ventures 2.4 1.6<br />

Rental and other deposits 1.8 1.5<br />

Interest rate swaps 0.1 –<br />

27.2 24.9<br />

Analysis by geographical area of operation:<br />

Hong Kong and Macau 20.6 17.9<br />

Other Asia 11.5 12.9<br />

Europe 21.7 16.8<br />

The Americas 15.5 18.1<br />

69.3 65.7<br />

The fair value of debtors and prepayments approximate their carrying amounts.


15 Debtors and prepayments continued<br />

Trade debtors, net of provision for impairment, at 31st December 2007 amounted to US$42.1 million. The average<br />

credit period on provision of services varies among <strong>Group</strong> businesses and is not more than 30 days. Before accepting<br />

any new customer, an individual <strong>Group</strong> business assesses the potential customer’s credit quality and sets credit limits<br />

by customer, using internal credit scoring systems. These limits and scoring are reviewed periodically.<br />

Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial<br />

reorganization, and default or delinquency in payment are considered indicators that the debtor is impaired and<br />

an allowance for impairment is made based on the estimated irrecoverable amount determined by reference to past<br />

default experiences.<br />

At 31st December 2007, trade debtors of US$1 million (2006: US$1.4 million) were impaired. The amount of the<br />

provision was US$0.6 million (2006: US$1.2 million). The impaired debtors mainly related to a few individual travel<br />

agents and corporate companies and do not present significant credit risk to the <strong>Group</strong>. It was assessed that a portion<br />

of the debtors is expected to be recovered. The ageing analysis of these trade debtors is as follows:<br />

2007 2006<br />

US$m US$m<br />

Below 30 days 0.2 –<br />

Between 31 and 60 days 0.1 –<br />

Between 61 and 90 days 0.1 0.4<br />

Over 90 days 0.6 1.0<br />

1.0 1.4<br />

At 31st December 2007, trade debtors and other debtors of US$12.4 million (2006: US$12.5 million) were past due<br />

but not impaired. The ageing analysis of these trade debtors and other debtors is as follows:<br />

Below 30 days 6.7 6.9<br />

Between 31 and 60 days 3.0 1.9<br />

Between 61 and 90 days 1.3 3.0<br />

Over 90 days 1.4 0.7<br />

12.4 12.5<br />

The risk of trade debtors and other debtors that are neither past due nor impaired at 31st December 2007 becoming<br />

impaired is low as most of the balances have been settled subsequent to year end.<br />

Movements on the provision for impairment are as follows:<br />

Trade debtors<br />

2007 2006<br />

US$m US$m<br />

At 1st January (1.2 ) (1.2 )<br />

Unused amounts reversed 0.5 –<br />

Bad debts written off 0.1 –<br />

At 31st December (0.6 ) (1.2 )<br />

<strong>Annual</strong> <strong>Report</strong> 2007 61


Notes to the Financial Statements Continued<br />

16 Creditors and accruals<br />

62 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Trade creditors 36.7 33.1<br />

Accruals 55.7 46.7<br />

Deposits accepted 10.7 9.4<br />

Other creditors 2.4 1.8<br />

105.5 91.0<br />

Currency:<br />

Hong Kong Dollar 48.1 41.6<br />

Japanese Yen 10.2 11.4<br />

Swiss Franc 7.1 4.5<br />

United Kingdom Sterling 15.3 10.2<br />

United States Dollar 17.2 15.7<br />

Other 7.6 7.6<br />

105.5 91.0<br />

The fair value of creditors approximate their carrying amounts.<br />

17 Borrowings<br />

2007 2007 2006 2006<br />

Carrying Fair Carrying Fair<br />

amount value amount value<br />

US$m US$m US$m US$m<br />

Current<br />

– Bank overdrafts 0.3 0.3 0.1 0.1<br />

Current portion of long-term borrowings<br />

– Bank loans 6.9 6.9 25.1 25.8<br />

– Other borrowings 6.2 6.2 0.2 0.2<br />

13.1 13.1 25.3 26.0<br />

Current borrowings 13.4 13.4 25.4 26.1<br />

Long-term borrowings<br />

– Bank loans 660.1 660.1 565.8 565.3<br />

– Other borrowings 2.1 2.1 7.6 7.7<br />

– Tax increment financing (refer note 18) 1.7 1.7 1.7 1.7<br />

Long-term borrowings 663.9 663.9 575.1 574.7<br />

677.3 677.3 600.5 600.8<br />

The fair values are based on the expected future payments discounted at a market interest rate of 4.7% (2006: 4.1%).<br />

The fair values of current and long-term borrowings approximate their carrying amount, as the impact of discounting<br />

is not significant.


17 Borrowings continued<br />

Borrowings are further summarized as follows:<br />

Fixed rate borrowings<br />

Weighted Weighted<br />

average average Floating rate<br />

interest rates period borrowings Total<br />

% Years US$m US$m US$m<br />

2007<br />

Euro 5.8 0.7 14.8 – 14.8<br />

Hong Kong Dollar 3.9 1.2 146.2 203.4 349.6<br />

Swiss Franc 4.4 24.0 2.2 18.6 20.8<br />

United Kingdom Sterling 6.8 6.5 42.4 127.3 169.7<br />

United States Dollar 5.3 2.6 49.7 53.0 102.7<br />

Japanese Yen 1.2 – – 19.7 19.7<br />

255.3 422.0 677.3<br />

2006<br />

Euro 5.8 1.7 14.2 – 14.2<br />

Hong Kong Dollar 4.4 2.2 146.7 181.9 328.6<br />

Swiss Franc 3.7 25.0 2.0 21.0 23.0<br />

United Kingdom Sterling 6.2 – – 111.8 111.8<br />

United States Dollar 5.5 3.6 51.2 53.2 104.4<br />

Japanese Yen 0.8 – – 18.5 18.5<br />

214.1 386.4 600.5<br />

The weighted average interest rates and period are stated after taking into account of hedging transactions<br />

(refer note 28).<br />

The remaining contractual maturities of the borrowings, including the contractual interest payments, are analyzed<br />

as follows:<br />

2007 2006<br />

US$m US$m<br />

Within one year 45.3 54.7<br />

Between one and two years 38.3 207.1<br />

Between two and three years 143.4 31.1<br />

Between three and four years 28.7 382.5<br />

Between four and five years 28.7 2.1<br />

Beyond five years 577.3 15.7<br />

861.7 693.2<br />

Secured 649.5 574.4<br />

Unsecured 27.8 26.1<br />

677.3 600.5<br />

Borrowings of US$649.5 million (2006: US$574.4 million) are secured against the fixed assets of certain subsidiaries.<br />

The book value of these fixed assets as at 31st December 2007 was US$951 million (2006: US$1,024.7 million).<br />

<strong>Annual</strong> <strong>Report</strong> 2007 63


Notes to the Financial Statements Continued<br />

18 Tax increment financing<br />

64 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Netted off against the net book value of the property (refer note 10) 29.8 30.6<br />

Loan (refer note 17) 1.7 1.7<br />

31.5 32.3<br />

A development agreement was entered into between one of the <strong>Group</strong>’s subsidiaries and the District of Columbia<br />

(‘District’), pursuant to which the District agreed to provide certain funds to the subsidiary out of the net proceeds<br />

obtained through the issuance and sale of certain tax increment financing bonds (‘TIF Bonds’) for the development<br />

and construction of <strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

The District agreed to contribute to the subsidiary US$33 million through the issuance of TIF bonds in addition<br />

to US$1.7 million issued in the form of a loan, bearing simple interest at an annual rate of 6.0%. The US$1.7 million<br />

loan plus all accrued interest will be due on the earlier of 10th April 2017 or the date of the first sale of the hotel.<br />

The receipt of the TIF Bonds has been treated as a government grant and netted off against the net book value in<br />

respect of the property (refer note 10). The loan of US$1.7 million (2006: US$1.7 million) is included in long-term<br />

borrowings (refer note 17).<br />

19 Segment information<br />

Analysis by geographical area<br />

Associates<br />

Capital Segment and joint Segment<br />

expenditure assets ventures liabilities<br />

US$m US$m US$m US$m<br />

2007<br />

Hong Kong and Macau 27.7 488.3 15.8 (48.0 )<br />

Other Asia 6.4 60.4 156.4 (15.5 )<br />

Europe 18.8 590.9 – (27.3 )<br />

The Americas 2.4 183.2 32.4 (17.7 )<br />

Segment 55.3 1,322.8 204.6 (108.5 )<br />

Unallocated – 533.6 – (792.2 )<br />

55.3 1,856.4 204.6 (900.7 )<br />

2006<br />

Hong Kong and Macau 113.9 467.2 15.4 (41.6 )<br />

Other Asia 7.7 59.0 130.6 (18.5 )<br />

Europe 7.6 525.5 – (16.8 )<br />

The Americas 1.1 212.7 44.0 (15.8 )<br />

Segment 130.3 1,264.4 190.0 (92.7 )<br />

Unallocated – 320.5 – (677.8 )<br />

130.3 1,584.9 190.0 (770.5 )<br />

Capital expenditure comprises additions of intangible assets, tangible assets, and land use rights, including those<br />

arising from subsidiary undertakings. Unallocated assets and liabilities comprise other investments, tax assets and<br />

liabilities, cash and cash equivalents and borrowings. Associates and joint ventures include the <strong>Group</strong>’s share of<br />

attributable net assets.<br />

Analysis by activity<br />

Substantially all of the net assets of the <strong>Group</strong> are employed in hotel ownership.


20 Share capital<br />

Ordinary shares in millions<br />

2007 2006 2007 2006<br />

US$m US$m<br />

Authorized<br />

Shares of US¢5 each 1,500.0 1,500.0 75.0 75.0<br />

Issued and fully paid<br />

At 1st January 990.8 992.6 49.6 49.7<br />

Repurchase of shares under share<br />

incentive schemes – (1.8 ) – (0.1 )<br />

At 31st December 990.8 990.8 49.6 49.6<br />

Outstanding under share incentive schemes (17.2 ) (22.8 ) (0.9 ) (1.2 )<br />

At 31st December 973.6 968.0 48.7 48.4<br />

21 Share premium<br />

2007 2006<br />

US$m US$m<br />

At 1st January 173.0 174.8<br />

Repurchase of shares under share incentive schemes – (1.8 )<br />

173.0 173.0<br />

Outstanding under share incentive schemes (9.5 ) (12.7 )<br />

At 31st December 163.5 160.3<br />

22 Senior Executive Share Incentive Schemes<br />

The Senior Executive Share Incentive Schemes were set up in order to provide selected executives with options to<br />

purchase ordinary shares in the Company.<br />

The exercise price of the granted options is based on the average market price for the five trading days immediately<br />

preceding the date of grant of the options. Options are vested in tranches over a period of up to five years and are<br />

exercisable for up to ten years following the date of grant. Prior to the adoption of the 2005 Plan on 4th May 2005,<br />

ordinary shares were issued on the date of grant of the options to the Trustee of the Schemes, <strong>Mandarin</strong> <strong>Oriental</strong><br />

Trustees Limited, a wholly-owned subsidiary undertaking, which holds the ordinary shares until the options are<br />

exercised. Under the 2005 Plan, ordinary shares may be issued upon exercise of the options.<br />

The shares issued under the Schemes held on trust by the wholly-owned subsidiary undertaking are, for presentation<br />

purposes, netted off the Company’s share capital in the consolidated balance sheet (refer note 20) and the premium<br />

attached to them is netted off the share premium account (refer note 21).<br />

<strong>Annual</strong> <strong>Report</strong> 2007 65


Notes to the Financial Statements Continued<br />

22 Senior Executive Share Incentive Schemes continued<br />

Movements for the year:<br />

66 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

Weighted Weighted<br />

average average<br />

exercise exercise<br />

price Options price Options<br />

US$ in millions US$ in millions<br />

At 1st January 0.72 31.2 0.64 27.7<br />

Granted 1.88 5.6 1.02 8.3<br />

Exercised 0.62 (5.6 ) 0.62 (2.6 )<br />

Repurchased and cancelled 0.99 (0.1 ) 1.05 (2.2 )<br />

At 31st December 0.94 31.1 0.72 31.2<br />

The average share price during the year was US$2.13 (2006: US$1.21) per share.<br />

Outstanding at 31st December:<br />

Ordinary shares in millions<br />

Exercise price<br />

Expiry date US$ 2007 2006<br />

2007 1.2 – 0.2<br />

2008 0.5 – 0.9 2.9 6.5<br />

2009 0.7 – 0.8 1.9 11.1<br />

2010 0.5 – 0.7 4.6 5.6<br />

2011 0.6 1.2 1.2<br />

2012 0.4 1.7 1.7<br />

2013 0.3 – 0.4 1.0 1.0<br />

2014 0.6 0.8 0.8<br />

2015 0.8 – 1.0 3.6 3.1<br />

2016 1.0 – 1.4 7.8 –<br />

2017 1.9 5.6 –<br />

Total outstanding 31.1 31.2<br />

of which exercisable 15.9 20.3<br />

The fair value of options granted during the year, determined using the Trinomial valuation model, was<br />

US$5 million (2006: US$4 million). The significant inputs into the model, based on the weighted average number of<br />

options issued, were share price at the grant date of US$1.98 (2006: US$1.05), exercise price shown<br />

above, expected volatility based on the last three years of 33% (2006: 34%), dividend yield of 1.4% (2006: 1.3%),<br />

option life disclosed above, and annual risk-free interest rate of 4.5% (2006: 4.7%).


23 Revenue and other reserves<br />

Revenue Capital Hedging Exchange<br />

reserves reserves reserves reserves Total<br />

US$m US$m US$m US$m US$m<br />

2007<br />

At 1st January 364.2 480.3 1.7 (54.2 ) 792.0<br />

Revaluation of properties<br />

– net revaluation surplus – 70.3 – – 70.3<br />

– deferred tax – (26.1 ) – – (26.1 )<br />

Revaluation of other investments<br />

– fair value gain 0.1 – – – 0.1<br />

Defined benefit pension plans<br />

– actuarial gain 7.6 – – – 7.6<br />

– deferred tax (1.4 ) – – – (1.4 )<br />

Net exchange translation differences<br />

– amount arising in year – – – 37.4 37.4<br />

– transfer to profit and loss (note 2) – – – (8.3 ) (8.3 )<br />

Fair value loss on cash flow hedges – – (5.2 ) – (5.2 )<br />

Deferred tax on fair value loss – – 1.5 – 1.5<br />

Share-based payments – 2.7 – – 2.7<br />

Profit attributable to shareholders 108.2 – – – 108.2<br />

Dividends (refer note 26) (38.7 ) – – – (38.7 )<br />

At 31st December 2007 440.0 527.2 (2.0 ) (25.1 ) 940.1<br />

Of which:<br />

– Company 91.9 10.3 – – 102.2<br />

– Associates and joint ventures (10.1 ) 114.4 – (44.7 ) 59.6<br />

<strong>Annual</strong> <strong>Report</strong> 2007 67


Notes to the Financial Statements Continued<br />

23 Revenue and other reserves continued<br />

68 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Revenue Capital Hedging Exchange<br />

reserves reserves reserves reserves Total<br />

US$m US$m US$m US$m US$m<br />

2006<br />

At 1st January 294.1 427.8 5.5 (99.4 ) 628.0<br />

Revaluation of properties<br />

– net revaluation surplus – 74.7 – – 74.7<br />

– deferred tax – (23.9 ) – – (23.9 )<br />

Defined benefit pension plans<br />

– actuarial gain 5.6 – – – 5.6<br />

– deferred tax (1.0 ) – – – (1.0 )<br />

Net exchange translation differences – – – 44.8 44.8<br />

Fair value loss on cash flow hedges – – (2.8 ) – (2.8 )<br />

Deferred tax on fair value gain – – (0.6 ) – (0.6 )<br />

Share-based payments – 1.7 – – 1.7<br />

Profit attributable to shareholders 80.0 – – – 80.0<br />

Transfer between reserves – – (0.4 ) 0.4 –<br />

Dividends (refer note 26) (14.5 ) – – – (14.5 )<br />

At 31st December 2006 364.2 480.3 1.7 (54.2 ) 792.0<br />

Of which:<br />

– Company 91.7 7.6 – – 99.3<br />

– Associates and joint ventures (20.2 ) 112.8 – (62.1 ) 30.5<br />

Capital reserves include property revaluation reserves of US$262.8 million net of attributable deferred tax of<br />

US$93.7 million (2006: US$218.6 million net of attributable deferred tax of US$67.6 million) which are not<br />

distributable in certain territories in which the <strong>Group</strong> operates.


24 Non-current asset classified as held for sale<br />

An analysis of the non-current asset held for sale is as follows:<br />

2007 2006<br />

US$m US$m<br />

Associates and joint ventures (refer note 11) – 13.7<br />

Loan receivable (refer note 12) – 31.2<br />

Current assets – 9.0<br />

Total assets – 53.9<br />

The <strong>Group</strong>’s 25% interest in <strong>Mandarin</strong> <strong>Oriental</strong>, New York was classified as held for sale as at 31st December 2006.<br />

The sale was completed on 1st March 2007 (refer note 6).<br />

25 Minority interests<br />

At 1st January 3.7 3.7<br />

Net exchange translation differences 0.9 0.3<br />

Revaluation of properties<br />

– net revaluation surplus/(deficit) 8.1 (0.6 )<br />

– deferred tax (3.7 ) 0.2<br />

Fair value loss on financial instruments (0.3 ) (0.1 )<br />

Deferred tax on fair value loss 0.1 –<br />

Attributable profit/(loss) (0.8 ) 0.2<br />

At 31st December 8.0 3.7<br />

26 Dividends<br />

Final dividend in respect of 2006 of US¢3.00 (2005: US¢1.50) per share 29.0 14.5<br />

Interim dividend in respect of 2007 of US¢1.00 (2006: nil) per share 9.7 –<br />

38.7 14.5<br />

A final dividend in respect of 2007 of US¢5.00 (2006: US¢3.00) per share amounting to a total of US$48.5 million<br />

(2006: US$29 million) is proposed by the Board. The dividend proposed will not be accounted for until it has been<br />

approved at the <strong>Annual</strong> General Meeting. The amount will be accounted for as an appropriation of revenue reserves<br />

in the year ending 31st December 2008.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 69


Notes to the Financial Statements Continued<br />

27 Notes to consolidated cash flow statement<br />

a) Non-cash items<br />

70 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Gain on disposal (refer note 5) – (76.8 )<br />

Pension expenses 0.3 1.0<br />

Other (4.2 ) 1.1<br />

b) Movements in working capital<br />

(3.9 ) (74.7 )<br />

Increase in stocks (0.4 ) (1.2 )<br />

Increase/(decrease) in debtors and prepayments 0.5 (13.8 )<br />

Increase in creditors and accruals 5.2 13.6<br />

c) Proceeds on disposal of The Mark<br />

5.3 (1.4 )<br />

Net assets disposed of (refer note 24) – 66.3<br />

Direct transaction costs – 6.9<br />

Gain on disposal (refer note 5) – 76.8<br />

Sales proceeds – 150.0<br />

Tax and other expenses paid – (51.5 )<br />

Net cash flow – 98.5<br />

d) Proceeds on disposal related to an associate<br />

Net assets disposed of (refer note 11) 13.7 –<br />

Gain on disposal (refer note 6) 25.0 –<br />

38.7 –<br />

Repayment of mezzanine loan and interest 41.0 –<br />

Tax (9.0 ) –<br />

Net cash flow 70.7 –<br />

e) Capital distribution from associates<br />

Concurrent with the partial sale of the <strong>Group</strong>’s interest in <strong>Mandarin</strong> <strong>Oriental</strong>, New York, the hotel increased its<br />

external borrowings resulting in a return of capital of approximately US$13.2 million on the <strong>Group</strong>’s continuing<br />

25% interest in the hotel. The <strong>Group</strong> also received repayment of US$1.2 million from its interest in shareholder<br />

loans previously provided to <strong>Mandarin</strong> <strong>Oriental</strong>, Miami.<br />

f) Analysis of balances of cash and cash equivalents<br />

Cash at bank 492.4 286.7<br />

Bank overdrafts (0.3 ) (0.1 )<br />

492.1 286.6<br />

The weighted average effective interest rate on short-term bank deposits included in cash at bank was 4.8%<br />

(2006: 4.4%).


28 Derivative financial instruments<br />

The fair values of derivative financial instruments at 31st December are as follows:<br />

2007 2006<br />

Positive Negative Positive Negative<br />

fair fair fair fair<br />

value value value value<br />

US$m US$m US$m US$m<br />

Designated as cash flow hedges<br />

– interest rate swaps and caps 0.2 2.9 2.9 0.2<br />

At 31st December 0.2 2.9 2.9 0.2<br />

The remaining contractual maturities of derivative financial instruments, based on their undiscounted cash outflows,<br />

are analyzed as follows:<br />

Within Between Between Over<br />

one one and two and five<br />

year two years five years years<br />

US$m US$m US$m US$m<br />

2007<br />

Net settled<br />

– interest rate swaps 0.4 1.1 1.5 0.7<br />

2006<br />

Net settled<br />

– interest rate swaps – – 0.2 –<br />

The notional principal amounts of the outstanding derivative financial instruments at 31st December 2007 were<br />

US$312.9 million (2006: US$262.3 million).<br />

At 31st December 2007, the fixed interest rates relating to interest rate swaps and caps ranged from 1.5% to 7.0%<br />

(2006: 1.5% to 6.0%).<br />

The fair values of interest rate swaps are based on the estimated cash flows discounted at market rates ranging from<br />

3.7% to 6.4% (2006: 4.0% to 5.4%) per annum.<br />

29 Financial guarantee<br />

2007 2006<br />

US$m US$m<br />

Guarantees in respect of facilities made available to associates and joint ventures 12.5 70.5<br />

Guarantees in respect of facilities made available to associates and joint ventures are stated at their respective<br />

contracted amounts. The Directors are of the opinion that it is not probable that such guarantees will be called upon.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 71


Notes to the Financial Statements Continued<br />

30 Commitments<br />

72 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

2007 2006<br />

US$m US$m<br />

Capital commitments:<br />

Authorized not contracted 48.0 15.1<br />

Contracted not provided 14.6 22.6<br />

62.6 37.7<br />

Operating lease commitments:<br />

The future aggregate minimum lease payments under non-cancellable operating leases<br />

are as follows:<br />

Within one year 6.3 5.5<br />

Between two and five years 24.8 22.9<br />

Over five years 133.8 132.6<br />

164.9 161.0<br />

Total future sublease payments receivable relating to the above operating leases amounted to US$0.1 million<br />

(2006: US$0.2 million).<br />

In addition, the <strong>Group</strong> has operating lease commitments with rentals determined in relation to sales. It is not possible<br />

to quantify accurately future rentals payable under such leases.<br />

31 Related party transactions<br />

The parent company of the <strong>Group</strong> is Jardine Strategic Holdings Limited and the ultimate holding company of the<br />

<strong>Group</strong> is Jardine Matheson Holdings Limited (‘JMH’). Both companies are incorporated in Bermuda.<br />

In the normal course of business, the <strong>Group</strong> undertakes a variety of transactions with its associates and with<br />

JMH and its subsidiaries and associates. In addition, the <strong>Group</strong> paid a management fee of US$0.5 million<br />

(2006: US$0.4 million) to Jardine Matheson Limited (‘JML’), a subsidiary of JMH, being a fee of 0.5% of the<br />

<strong>Group</strong>’s net profit in consideration for certain management consultancy services provided by JML. The <strong>Group</strong> has<br />

no outstanding balance with JML as at 31st December 2007 (2006: nil).<br />

During 2007, the <strong>Group</strong> managed seven associate and joint venture hotels and received management fees of<br />

US$15.7 million (2006: US$16.8 million) based on long-term management agreements on normal commercial<br />

terms. The outstanding balances with associates and joint ventures are set out in debtors and prepayments in note 15.<br />

The <strong>Group</strong> engages Gammon Construction Limited (‘Gammon’), a joint venture of JMH, as contractor for certain of<br />

the <strong>Group</strong> hotel renovation projects. Management fees paid by the <strong>Group</strong> to Gammon in 2007 were US$0.4 million<br />

(2006: US$4.1 million). The <strong>Group</strong> has no outstanding balance with Gammon as at 31st December 2007 (2006: nil).<br />

The <strong>Group</strong> uses Jardine Lloyd Thompson (‘JLT’), an associate of JMH, to place certain of its insurance.<br />

Brokerage fees and commissions, net of rebates, paid by the <strong>Group</strong> in 2007 to JLT amounted to US$0.5 million<br />

(2006: US$0.6 million). The <strong>Group</strong> has no outstanding balance with JLT as at 31st December 2007 (2006: nil).


31 Related party transactions continued<br />

During 2006, the <strong>Group</strong> rented an office space from Hongkong Land (‘HKL’), an associate of JMH. Gross rental<br />

paid by the <strong>Group</strong> to HKL in 2006 was US$0.3 million. The <strong>Group</strong> also provides hotel management services to<br />

HKL and received management fees of US$0.5 million in 2007 (2006: US$0.4 million) based on long-term<br />

management agreements on normal commercial terms. The <strong>Group</strong> has no outstanding balance with HKL as<br />

at 31st December 2007 (2006: US$0.1 million).<br />

Details of Directors’ emoluments (being the key management personnel compensation) are shown on page 79<br />

under the heading of ‘Directors’ appointment, retirement, remuneration and service contracts’.<br />

32 Summarized balance sheet of the Company<br />

Included below is certain summarized balance sheet information of the Company disclosed in accordance with<br />

Bermuda Law:<br />

2007 2006<br />

US$m US$m<br />

Subsidiaries at cost 325.6 322.7<br />

Net current liabilities (0.8 ) (0.8 )<br />

Net operating assets 324.8 321.9<br />

Share capital (refer note 20) 49.6 49.6<br />

Share premium (refer note 21) 173.0 173.0<br />

Revenue reserves (refer note 23) 91.9 91.7<br />

Other reserves (refer note 23) 10.3 7.6<br />

Shareholders’ funds 324.8 321.9<br />

<strong>Annual</strong> <strong>Report</strong> 2007 73


Principal Subsidiaries, Associates, Joint Ventures<br />

and Managed <strong>Hotel</strong>s<br />

as at 31st December 2007<br />

Principal country Company name Main activities<br />

Subsidiaries<br />

Hong Kong <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> International Limited Management<br />

Hong Kong <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> Limited Management<br />

Hong Kong <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong Limited Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

Excelsior <strong>Hotel</strong> (BVI) Limited Owner: The Excelsior, Hong Kong<br />

United Kingdom <strong>Mandarin</strong> <strong>Oriental</strong> Hyde Park Limited Owner: <strong>Mandarin</strong> <strong>Oriental</strong> Hyde Park, London<br />

Germany Dinavest International Holdings B.V. Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Munich<br />

Philippines Manila <strong>Mandarin</strong> <strong>Hotel</strong> Incorporated Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Manila<br />

Switzerland Société Immobilère de <strong>Mandarin</strong> <strong>Oriental</strong> Hôtel du Rhône SA<br />

Société pour l’Exploitation de <strong>Mandarin</strong> <strong>Oriental</strong> Hôtel du Rhône<br />

Owner: <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> du Rhône, Geneva<br />

United States Portals <strong>Hotel</strong> Site LLC Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

Indonesia P.T. Jaya <strong>Mandarin</strong> Agung Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Jakarta<br />

Japan <strong>Mandarin</strong> <strong>Oriental</strong> Tokyo KK Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Tokyo<br />

Associates<br />

Singapore Marina Bay <strong>Hotel</strong> Private Limited Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Singapore<br />

Thailand The <strong>Oriental</strong> <strong>Hotel</strong> (Thailand) PCL Owner: The <strong>Oriental</strong>, Bangkok<br />

Malaysia Asas Klasik Sdn Bhd Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur<br />

United States Istithmar Columbus Centre LLC Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, New York<br />

United States Swire Brickell Key <strong>Hotel</strong> Limited Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Miami<br />

Thailand Chaophaya Development Corporation Limited Owner: River City Shopping Complex<br />

Joint Ventures<br />

Macau Excelsior Hoteis E Investimentos Limitada Owner: <strong>Mandarin</strong> <strong>Oriental</strong>, Macau<br />

Managed <strong>Hotel</strong>s<br />

Hong Kong The Landmark <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

United States <strong>Mandarin</strong> <strong>Oriental</strong>, San Francisco<br />

Bermuda Elbow Beach, Bermuda<br />

Thailand <strong>Mandarin</strong> <strong>Oriental</strong> Dhara Dhevi, Chiang Mai<br />

Czech Republic <strong>Mandarin</strong> <strong>Oriental</strong>, Prague<br />

Note<br />

1. Preference shares<br />

74 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Attributable interest %<br />

2007 2006 Issued share capital <strong>Hotel</strong> profile<br />

100 100 US$12,000 –<br />

100 100 HK$60,000,000 –<br />

100 100 HK$33,000,000 502 rooms. Lease expiry 2895<br />

100 100 US$100 884 rooms. Lease expiry 2842<br />

100 100 GBP 4,493,484<br />

GBP 1,578,791 (note 1)<br />

198 rooms. Freehold<br />

100 100 Euro 3,632,000 73 rooms. Freehold<br />

96.2 96.2 Peso 288,918,400 443 rooms. Lease expiry 2026<br />

85.3 85.3 CHF 6,800,000 190 rooms. Lease expiry 2040<br />

100 100 CHF 10,800,000 –<br />

80 80 – 400 rooms. Freehold<br />

88.3 88.3 Rup 8,196,250,000 404 rooms. Lease expiry 2023<br />

100 100 Yen 10,000,000 179 rooms. Lease expiry 2035<br />

50 50 S$141,500,000 527 rooms. Lease expiry 2079<br />

44.9 44.9 Baht 160,000,000 393 rooms. Various freehold/leasehold<br />

25 25 RM 130,000,000 632 rooms. Freehold<br />

25 50 – 248 rooms. Freehold<br />

25 25 – 327 rooms. Freehold<br />

49 49 Baht 120,000,000 –<br />

50 50 Ptc 20,000,000 416 rooms. Lease expiry 2032<br />

– – – 113 rooms<br />

– – – 158 rooms<br />

– – – 235 rooms<br />

– – – 123 rooms<br />

– – – 99 rooms<br />

<strong>Annual</strong> <strong>Report</strong> 2007 75


Independent Auditor’s <strong>Report</strong><br />

To the members of <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

We have audited the accompanying consolidated financial statements of <strong>Mandarin</strong> <strong>Oriental</strong> International Limited and<br />

its subsidiaries (the ‘<strong>Group</strong>’) which comprise the consolidated balance sheet as of 31st December 2007 and the<br />

consolidated profit and loss account, consolidated statement of recognized income and expense and consolidated cash<br />

flow statement for the year then ended and a summary of significant accounting policies and other explanatory notes.<br />

Directors’ Responsibility for the Financial Statements<br />

The Company’s Directors are responsible for the preparation and fair presentation of these consolidated financial<br />

statements in accordance with International Financial <strong>Report</strong>ing Standards and with the requirements of Section 90<br />

of the Bermuda Companies Act. This responsibility includes: designing, implementing and maintaining internal<br />

control relevant to the preparation and fair presentation of financial statements that are free from material<br />

misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making<br />

accounting estimates that are reasonable in the circumstances.<br />

Auditor’s Responsibility<br />

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We<br />

conducted our audit in accordance with International Standards on Auditing. Those Standards require that we<br />

comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial<br />

statements are free from material misstatement.<br />

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial<br />

statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of<br />

material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the<br />

auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements<br />

in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing<br />

an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness<br />

of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating<br />

the overall presentation of the financial statements.<br />

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit<br />

opinion.<br />

Opinion<br />

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the<br />

financial position of the <strong>Group</strong> as of 31st December 2007, and of its financial performance and its cash flows for the<br />

year then ended in accordance with International Financial <strong>Report</strong>ing Standards and with the requirements of the<br />

Bermuda Companies Act.<br />

Other Matters<br />

This report, including the opinion, has been prepared for and only for the Company’s members as a body in<br />

accordance with Section 90 of the Bermuda Companies Act and for no other purpose. We do not, in giving this<br />

opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or<br />

into whose hands it may come save where expressly agreed by our prior consent in writing.<br />

PricewaterhouseCoopers LLP<br />

London<br />

United Kingdom<br />

6th March 2008<br />

76 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Five Year Summary<br />

Consolidated Profit and Loss Account<br />

2003 2004 2005 2006 2007<br />

US$m US$m US$m US$m US$m<br />

Revenue 218.1 336.8 399.2 404.6 529.5<br />

Operating profit 29.8 43.4 60.4 121.9 107.7<br />

Net financing charges (23.8 ) (27.5 ) (22.4 ) (15.2 ) (16.4 )<br />

Share of results of associates and joint ventures (0.9 ) 12.6 8.7 13.0 22.9<br />

Gains on disposal of associates – – 52.3 – 16.0<br />

Profit before tax 5.1 28.5 99.0 119.7 130.2<br />

Tax (8.0 ) (4.8 ) (24.8 ) (39.5 ) (22.8 )<br />

Profit/(Loss) for the year (2.9 ) 23.7 74.2 80.2 107.4<br />

Profit/(Loss) attributable to shareholders (1.8 ) 28.5 77.2 80.0 108.2<br />

Profit/(Loss) attributable to minority interests (1.1 ) (4.8 ) (3.0 ) 0.2 (0.8 )<br />

(2.9 ) 23.7 74.2 80.2 107.4<br />

Earnings per share (US¢) (0.21 ) 3.35 8.14 8.28 11.16<br />

Dividends per share (US¢) – 1.00 1.50 3.00 6.00<br />

Consolidated Balance Sheet<br />

Intangible assets 219.7 219.4 215.5 216.0 216.2<br />

Tangible assets 687.1 752.1 684.0 882.5 995.0<br />

Associates and joint ventures 243.3 258.6 174.0 190.0 204.6<br />

Other investments 18.2 6.4 5.1 6.4 10.3<br />

Loan receivables – – 43.0 12.0 3.4<br />

Pension assets 19.2 22.9 22.8 27.1 34.0<br />

Deferred tax assets 4.9 7.8 9.9 27.4 27.5<br />

Other non-current assets – – 5.5 2.9 0.2<br />

Net current assets/(liabilities) 35.8 (32.3 ) 202.1 289.8 443.7<br />

Long-term borrowings (584.9 ) (497.1 ) (471.6 ) (575.1 ) (663.9 )<br />

Deferred tax liabilities (26.0 ) (38.2 ) (49.8 ) (72.9 ) (107.7 )<br />

Pension liabilities (1.7 ) (1.7 ) (1.7 ) (1.5 ) (0.1 )<br />

Other non-current liabilities (4.1 ) (6.0 ) – (0.2 ) (2.9 )<br />

Net operating assets 611.5 691.9 838.8 1,004.4 1,160.3<br />

Share capital 42.6 42.6 48.3 48.4 48.7<br />

Share premium 88.7 89.0 158.8 160.3 163.5<br />

Revenue and other reserves 469.0 552.1 628.0 792.0 940.1<br />

Shareholders’ funds 600.3 683.7 835.1 1,000.7 1,152.3<br />

Minority interests 11.2 8.2 3.7 3.7 8.0<br />

Capital employed 611.5 691.9 838.8 1,004.4 1,160.3<br />

Net asset value per share (US$) 0.70 0.80 0.87 1.03 1.18<br />

Consolidated Cash Flow Statement<br />

Cash flows from operating activities 28.3 47.1 72.6 62.4 129.5<br />

Cash flows from investing activities (84.7 ) (28.4 ) 43.3 (38.0 ) 38.4<br />

Net cash flow before financing activities (56.4 ) 18.7 115.9 24.4 167.9<br />

Cash flow per share from operating activities (US¢) 3.32 5.53 7.65 6.46 13.35<br />

<strong>Annual</strong> <strong>Report</strong> 2007 77


Corporate Governance<br />

The <strong>Group</strong>’s corporate governance relies on a combination of shareholder, board and management supervision and<br />

strict compliance, internal audit and risk control procedures, within the context of the various international regulatory<br />

regimes to which the <strong>Group</strong> is subject.<br />

<strong>Mandarin</strong> <strong>Oriental</strong> International Limited is incorporated in Bermuda. The Company was established as an<br />

Asian-based hotel group and has since extended its operations to key locations around the world. The Company<br />

has its primary share listing on the London Stock Exchange and secondary listings in Bermuda and Singapore. The<br />

primary corporate governance regime applicable to the Company arises under the laws of Bermuda, including under<br />

certain specific statutory provisions that apply to the Company alone. The Company has fully complied with that<br />

governance regime. The Company is not subject to the Combined Code (the ‘Code’) that applies to United Kingdom<br />

incorporated companies listed in London, but this <strong>Report</strong> outlines the significant ways in which its corporate<br />

governance practices differ from those set out in the Code.<br />

The Management of the <strong>Group</strong><br />

The Company has its dedicated executive management under the <strong>Group</strong> Chief Executive. The Memorandum of<br />

Association of the Company, however, provides for the chairman of Jardine Matheson Holdings Limited (‘Jardine<br />

Matheson’) to be, or to appoint, the Managing Director of the Company. The managing director of Jardine Matheson<br />

has been so appointed. Reflecting this, and the 74% interest of the Jardine Matheson group in the Company’s share<br />

capital, the <strong>Group</strong> Chief Executive and the Managing Director meet regularly. Similarly, the board of the Hong<br />

Kong-based <strong>Group</strong> management company, <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> International Limited (‘MOHG’),<br />

and its finance committee are chaired by the Managing Director and include <strong>Group</strong> executives and the group<br />

finance director, the group strategy director and the group general counsel of Jardine Matheson.<br />

The Board<br />

The Company currently has a Board of 16 directors: the <strong>Group</strong> Chief Executive and Chief Financial Officer; six<br />

executives of Jardine Matheson; and eight non-executive Directors. Their names and brief biographies appear on<br />

pages 26 and 27 of this <strong>Report</strong>. The Chairman has been appointed in accordance with the provisions of the Bye-laws<br />

of the Company, which provide that the chairman of Jardine Matheson, or any Director nominated by him, shall be<br />

the Chairman of the Company. The composition and operation of the Board reflect the approach to management<br />

described in this <strong>Report</strong>. The Board regards relevant business experience and relationships as more valuable attributes<br />

of its non-executive Directors than formal independence criteria. The Company does not have nomination or<br />

remuneration committees or a formal Board evaluation process. Decisions on nomination and remuneration result<br />

from consultations between the Chairman and the Managing Director and other Directors as they consider<br />

appropriate. The four executives of Jardine Matheson on the board of MOHG, being A J L Nightingale, Jonathan<br />

Gould, Mark Greenberg and James Riley, also form the MOHG audit committee that has responsibility for<br />

the <strong>Group</strong>. The Board has not designated a ‘senior independent director’ as set out in the Code.<br />

Among the matters which the Board of the Company decides are the <strong>Group</strong>’s business strategy, its annual budget,<br />

dividends and major corporate activities. Responsibility for implementing the <strong>Group</strong>’s strategy is delegated to the<br />

Company’s executive management, with decision-making authority within designated financial parameters delegated<br />

to the MOHG finance committee. In addition, certain Directors of the Company based outside Asia make regular<br />

visits to Asia and Bermuda, where they participate in five annual strategic reviews, four of which normally precede the<br />

full Board meetings. These Directors’ knowledge of the region and the <strong>Group</strong>’s affairs reinforces the process by which<br />

business is reviewed by the Board.<br />

78 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


The Board continued<br />

The Board is scheduled to hold four meetings in 2008, and ad hoc procedures are adopted to deal with urgent matters.<br />

Two meetings each year are held in Bermuda and two in Asia. The Board receives high quality, up to date information<br />

for each of its meetings, which has previously been considered and approved at meetings of the board of MOHG. This<br />

information is also the subject of a strategy review in a cycle of meetings (in Bermuda or Asia, as appropriate) prior to<br />

consideration by the Board itself.<br />

Directors’ appointment, retirement, remuneration and service contracts<br />

Candidates for appointment as executive Directors of the Company, or as executive directors of MOHG or senior<br />

executives elsewhere in the <strong>Group</strong> may be sourced internally, from the Jardine Matheson group or externally using<br />

the services of specialist executive search firms. The aim is to appoint individuals of the highest calibre in their area<br />

of expertise.<br />

Each new Director is appointed by the Board and in accordance with Bye-law 92 of the Company’s Bye-laws, each<br />

new Director is subject to retirement at the first <strong>Annual</strong> General Meeting after appointment. Thereafter, the Director<br />

will be subject to retirement by rotation pursuant to Bye-law 85 whereby one-third of the Directors retire at the<br />

<strong>Annual</strong> General Meeting each year. These provisions apply to both executive and non-executive Directors, but the<br />

requirement to retire by rotation pursuant to Bye-law 85 does not extend to the Chairman or Managing Director.<br />

In accordance with Bye-law 85, Dr Richard Lee, Robert Léon, James Watkins and John R Witt retire by rotation at<br />

the <strong>Annual</strong> General Meeting and, being eligible, offer themselves for re-election. John R Witt has a service contract<br />

with <strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> Limited that provides for termination with a notice period of six months. None<br />

of the other Directors proposed for re-election has a service contract with the Company or its subsidiaries.<br />

The Company’s policy is to offer competitive remuneration packages to its senior executives. It is recognized that,<br />

due to the nature of the <strong>Group</strong> and its diverse geographic base, a number of its senior executives, including the<br />

<strong>Group</strong> Chief Executive and Chief Financial Officer, are required to be offered international terms. The nature of<br />

the remuneration packages is designed to reflect this, for example by the provision of accommodation.<br />

Non-executive Directors’ fees are decided upon by shareholders in general meeting as provided for by the Company’s<br />

Bye-laws. A motion to increase the Directors’ fees to US$30,000 each per annum and the fees for the Chairman and<br />

Managing Director to US$40,000 each per annum, save that salaried executives shall not be eligible for such fees, with<br />

effect from 1st January 2008 will be proposed at the forthcoming <strong>Annual</strong> General Meeting.<br />

For the year ended 31st December 2007, the Directors received from the <strong>Group</strong> US$4.82 million<br />

(2006: US$4.24 million) in employee benefits, being US$4.77 million (2006: US$4.19 million) in short-term<br />

employee benefits including salary, bonus, accommodation and deemed benefits in kind, US$0.05 million<br />

(2006: US$0.05 million) in post-employment benefits and US$1.16 million (2006: US$0.82 million) in share-based<br />

payments. The information set out in this paragraph forms part of the audited financial statements.<br />

Senior executive share incentive schemes have also been established to provide longer-term incentives for executive<br />

Directors and senior managers. Share options are granted by the scheme trustee after consultation between the<br />

Chairman, the Managing Director and the <strong>Group</strong> Chief Executive and other Directors as they consider appropriate.<br />

Share options are granted at the then prevailing market prices and the scheme rules now provide that they normally<br />

vest after the third anniversary of the date of grant. Grants may be made in a number of instalments. Share options are<br />

not granted to non-executive Directors.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 79


Corporate Governance Continued<br />

Directors’ appointment, retirement, remuneration and service contracts continued<br />

The Company purchases insurance to cover its Directors against their costs in defending themselves in civil<br />

proceedings taken against them in that capacity and in respect of damages resulting from the unsuccessful defence of<br />

any proceedings. To the extent permitted by law, the Company also indemnifies its Directors. Neither the insurance<br />

nor the indemnity provides cover where the Director has acted fraudulently or dishonestly.<br />

Directors’ responsibilities in respect of the financial statements<br />

The Directors are required under the Bermuda Companies Act 1981 to prepare financial statements for each financial<br />

year and to present them annually to the Company’s shareholders at the <strong>Annual</strong> General Meeting. The financial<br />

statements should present fairly in accordance with International Financial <strong>Report</strong>ing Standards (‘IFRS’) the financial<br />

position of the <strong>Group</strong> at the end of the year and the results of its operations and its cash flows for the year then ended.<br />

The Directors consider that applicable accounting policies under IFRS, applied on a consistent basis and supported by<br />

prudent and reasonable judgements and estimates, have been followed in preparing the financial statements.<br />

Code of Conduct<br />

The <strong>Group</strong> conducts business in a professional, ethical and even-handed manner. Its ethical standards are clearly set<br />

out in the Jardine Matheson group Code of Conduct, an important set of guidelines to which every employee must<br />

adhere. The code requires that all <strong>Group</strong> companies comply with all laws of general application, all rules and<br />

regulations that are industry specific and proper standards of business conduct. The code prohibits the giving or<br />

receiving of illicit payments, and requires all employees to be treated fairly, impartially and with respect. It also<br />

requires that all managers must be fully aware of their obligations under the Code of Conduct and establish<br />

procedures to ensure compliance at all levels within their organizations. The <strong>Group</strong> has in place procedures by which<br />

employees can raise, in confidence, matters of serious concern in areas such as financial reporting or compliance.<br />

Internal control<br />

The Board has overall responsibility for the <strong>Group</strong>’s system of internal control. The system of internal control is<br />

designed to manage, rather than eliminate, business risk; to help safeguard the <strong>Group</strong>’s assets against fraud and other<br />

irregularities; and to give reasonable, but not absolute, assurance against material financial misstatement or loss.<br />

The Board has delegated to the audit committee of MOHG responsibility for reviewing the operation and<br />

effectiveness of the <strong>Group</strong>’s system of internal control and the procedures by which this is monitored. The audit<br />

committee considers the system and procedures on a regular basis, and reports to the Board semi-annually. The <strong>Group</strong><br />

Chief Executive and Chief Financial Officer of MOHG, together with representatives of the internal and external<br />

auditors, attend the meetings of the audit committee by invitation.<br />

Executive management is responsible for the implementation of the system of internal control throughout the <strong>Group</strong><br />

and the internal audit function monitors the effectiveness of the system. The internal audit function is outside the<br />

operating businesses and reports its findings, and recommendations for any corrective action required, to the audit<br />

committee of MOHG.<br />

The <strong>Group</strong> has in place an organizational structure with defined lines of responsibility and delegation of authority.<br />

There are established policies and procedures for financial planning and budgeting; for information and reporting<br />

systems; for assessment of risk; and for monitoring the <strong>Group</strong>’s operations and performance. The information systems<br />

in place are designed to ensure that the financial information reported is reliable and up to date.<br />

80 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Internal control continued<br />

The Company’s policy on commercial conduct is also an important part of the <strong>Group</strong>’s internal control process,<br />

particularly in the area of compliance. The policy, as set out in the Code of Conduct, is reinforced and monitored by<br />

an annual compliance certification process.<br />

The audit committee of MOHG has also been given the responsibility to oversee the effectiveness of the formal<br />

procedures for employees to raise any matters of serious concern, and is required to review any reports made under<br />

those procedures that are referred to it by the internal audit function.<br />

Prior to completion and announcement of the half-year and year-end results, a review of the financial information and<br />

of any issues raised in connection with the preparation of the results is undertaken by the audit committee of MOHG<br />

with the executive management and a report is received from the external auditors. The external auditors also have<br />

access to the full Board, in addition to the <strong>Group</strong> Chief Executive, Chief Financial Officer and other senior executives.<br />

The audit committee of MOHG keeps under review the nature, scope and results of the external audit and the audits<br />

conducted by the internal audit department. The audit committee of MOHG also keeps under review the<br />

independence and objectivity of the external auditors.<br />

Directors’ share interests<br />

The Directors of the Company in office on 1st April 2008 had interests (within the meaning of the Disclosure and<br />

Transparency Rules (‘DTRs’) of the Financial Services Authority (the ‘FSA’) of the United Kingdom) set out below in<br />

the ordinary share capital of the Company. These interests included those notified to the Company in respect of the<br />

Directors’ connected persons (as that term is used in the DTRs in relation to companies incorporated outside the<br />

United Kingdom).<br />

Simon Keswick 19,858<br />

Edouard Ettedgui 6,250,000<br />

R C Kwok 6,711<br />

Sydney S W Leong 467,577<br />

John R Witt 1,700,000<br />

In addition, Edouard Ettedgui and John R Witt held options in respect of 8,400,000 and 2,950,000 ordinary shares,<br />

respectively, issued pursuant to the Company’s Senior Executive Share Incentive Schemes.<br />

Substantial shareholders<br />

As a non-UK issuer, the Company is subject to the DTRs pursuant to which a person must notify the Company of the<br />

percentage of voting rights attaching to the share capital of the Company that he holds in certain circumstances. The<br />

obligation to notify arises if that person acquires or disposes of shares in the Company which results in the percentage<br />

of voting rights which he holds reaching, exceeding or falling below 5%, 10%, 15%, 20%, 25%, 30%, 50% and 75%.<br />

The Company has been informed of the holding of voting rights of 5% or more attaching to the Company’s issued<br />

ordinary share capital by Jardine Strategic and its subsidiary undertakings, which are directly and indirectly interested<br />

in 728,990,281 ordinary shares carrying 73.58% of the voting rights. By virtue of its interest in Jardine Strategic,<br />

Jardine Matheson is also interested in the same ordinary shares. Apart from this shareholding, the Company is not<br />

aware of any holders of voting rights of 5% or more attaching to the issued ordinary share capital of the Company as<br />

at 1st April 2008.<br />

There were no contracts of significance with corporate substantial shareholders during the year under review.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 81


Corporate Governance Continued<br />

Relations with shareholders<br />

The Company maintains a dialogue with major shareholders and holds meetings following the announcement of the<br />

annual and interim results with institutional shareholders. A corporate website is maintained containing a wide range<br />

of information of interest to investors at www.mandarinoriental.com.<br />

The 2008 <strong>Annual</strong> General Meeting will be held on 7th May 2008. The full text of the resolutions and explanatory<br />

notes in respect of the meeting are contained in the Notice of Meeting which accompanies this <strong>Report</strong>.<br />

Securities purchase arrangements<br />

At the <strong>Annual</strong> General Meeting held on 9th May 2007, shareholders renewed the approval of a general mandate<br />

authorizing the Directors to effect purchases by the Company or its subsidiaries of the Company’s own ordinary<br />

shares of less than 15% in aggregate of its issued share capital.<br />

Arrangements under which shareholders have agreed to waive dividends<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Trustees Limited has waived the interim dividend and has undertaken to waive the recommended<br />

final dividend for 2007 in respect of the ordinary shares in which it is interested as trustee of the Company’s Senior<br />

Executive Share Incentive Schemes.<br />

Related party transactions<br />

Details of transactions with related parties entered into by the Company during the course of the year are included in<br />

note 31 to the financial statements on pages 72 and 73. There were no transactions entered into by the Company<br />

during the course of the year to which the related party transaction rules of the FSA in the United Kingdom apply.<br />

82 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited


Shareholder Information<br />

Financial calendar<br />

2007 full-year results announced ..................................................................................................... 6th March 2008<br />

Share registers closed ......................................................................................................... 24th to 28th March 2008<br />

<strong>Annual</strong> General Meeting to be held .................................................................................................... 7th May 2008<br />

2007 final dividend payable .............................................................................................................. 14th May 2008<br />

2008 half-year results to be announced .............................................................................................. 31st July 2008 *<br />

Share registers to be closed ............................................................................................. 25th to 29th August 2008 *<br />

2008 interim dividend payable .................................................................................................. 15th October 2008 *<br />

*Subject to change<br />

Dividends<br />

Shareholders will receive their dividends in United States Dollars, unless they are registered on the Jersey branch<br />

register where they will have the option to elect for sterling. These shareholders may make new currency elections<br />

for the 2007 final dividend by notifying the United Kingdom transfer agent in writing by 25th April 2008. The<br />

sterling equivalent of dividends declared in United States Dollars will be calculated by reference to a rate prevailing<br />

on 30th April 2008. Shareholders holding their shares through The Central Depository (Pte) Limited (‘CDP’) in<br />

Singapore will receive United States Dollars unless they elect, through CDP, to receive Singapore Dollars.<br />

Registrars and transfer agent<br />

Shareholders should address all correspondence with regard to their shareholdings or dividends to the appropriate<br />

registrar or transfer agent.<br />

Principal Registrar<br />

Jardine Matheson International Services Limited, PO Box HM 1068, Hamilton HM EX, Bermuda<br />

Jersey Branch Registrar<br />

Capita Registrars (Jersey) Limited (formerly Capita IRG (Offshore) Limited), PO Box 532, St Helier,<br />

Jersey JE4 5UW, Channel Islands<br />

Singapore Branch Registrar<br />

M & C Services Private Limited, 138 Robinson Road #17– 00, The Corporate Office, Singapore 068906<br />

United Kingdom Transfer Agent<br />

Capita Registrars, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU, England<br />

Press releases and other financial information on the Company can be accessed through the Internet at<br />

‘www.mandarinoriental.com’.<br />

<strong>Annual</strong> <strong>Report</strong> 2007 83


<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong> Contact Addresses<br />

Hong Kong Corporate Office<br />

281 Gloucester Road, Causeway Bay, Hong Kong<br />

Telephone +852 2895 9288<br />

Facsimile +852 2837 3500<br />

www.mandarinoriental.com<br />

Asia-Pacific<br />

The <strong>Oriental</strong>, Bangkok<br />

48 <strong>Oriental</strong> Avenue, Bangkok 10500, Thailand<br />

Telephone +66(2) 659 9000<br />

Facsimile +66(2) 659 0000<br />

Email: orbkk-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Dhara Dhevi, Chiang Mai<br />

51/4 Chiang Mai-Sankampaeng Road<br />

Moo 1 T. Tasala A. Muang, Chiang Mai 50000, Thailand<br />

Telephone +66(53) 888 888<br />

Facsimile +66(53) 888 999<br />

Email: mocnx-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

5 Connaught Road, Central, Hong Kong<br />

Telephone +852 2522 0111<br />

Facsimile +852 2810 6190<br />

Email: mohkg-reservations@mohg.com<br />

The Landmark <strong>Mandarin</strong> <strong>Oriental</strong>, Hong Kong<br />

15 Queen’s Road Central, The Landmark<br />

Central, Hong Kong<br />

Telephone +852 2132 0188<br />

Facsimile +852 2132 0199<br />

Email: lmhkg-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Jakarta<br />

Jalan M H Thamrin, PO Box 3392<br />

Jakarta 10310, Indonesia<br />

Telephone +62(21) 3983 8888<br />

Facsimile +62(21) 3983 8889<br />

Email: mojkt-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Kuala Lumpur<br />

Kuala Lumpur City Centre<br />

50088 Kuala Lumpur, Malaysia<br />

Telephone +60(3) 2380 8888<br />

Facsimile +60(3) 2380 8833<br />

Email: mokul-reservations@mohg.com<br />

84 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Macau<br />

956-1110 Avenida da Amizade PO Box 3016, Macau<br />

Telephone +853 2856 7888<br />

Facsimile +853 2859 4589<br />

Email: momfm-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Manila<br />

Makati Avenue, Makati City 1226<br />

Metro Manila, Philippines<br />

Telephone +63(2) 750 8888<br />

Facsimile +63(2) 815 0555<br />

Email: momnl-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Singapore<br />

5 Raffles Avenue, Marina Square Singapore 039797<br />

Telephone +65 6338 0066<br />

Facsimile +65 6339 9537<br />

Email: morsin-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Tokyo<br />

2-1-1 Nihonbashi Muromachi, Chuo-ku<br />

Tokyo 103-8328, Japan<br />

Telephone +81 3 3270 8800<br />

Facsimile +81 3 3270 8828<br />

Email: motyo-reservations@mohg.com<br />

The Excelsior, Hong Kong<br />

281 Gloucester Road, Causeway Bay, Hong Kong<br />

Telephone +852 2894 8888<br />

Facsimile +852 2895 6459<br />

Email: exhkg-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Beijing (2008)<br />

No.32 East Dong San Huan Road<br />

Chaoyang District, Beijing, China<br />

Telephone +86(10) 5906 1888<br />

Facsimile +86(10) 5906 1800<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Sanya (2008)<br />

12 Yuhai Road, Sanya City 572000<br />

Hainan Province, China<br />

Telephone +86(898) 8868 9828<br />

Facsimile +86(898) 8868 9686


Europe<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> du Rhône, Geneva<br />

Quai Turrettini 1, 1201 Geneva, Switzerland<br />

Telephone +41(22) 909 0000<br />

Facsimile +41(22) 909 0010<br />

Email: mogva-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Hyde Park, London<br />

66 Knightsbridge<br />

London, SW1X 7LA, United Kingdom<br />

Telephone +44(0) 20 7235 2000<br />

Facsimile +44(0) 20 7235 2001<br />

Email: molon-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Munich<br />

Neuturmstrasse 1, 80331 Munich, Germany<br />

Telephone +49(89) 290 980<br />

Facsimile +49(89) 222 539<br />

Email: momuc-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Prague<br />

Nebovidska 459/1, 11800 Prague 1<br />

Czech Republic<br />

Telephone +420 233 088 888<br />

Facsimile +420 233 088 668<br />

Email: moprg-reservations@mohg.com<br />

The Americas<br />

Elbow Beach, Bermuda<br />

60 South Shore Road, Paget Parish<br />

Bermuda PG 04<br />

Telephone +1(441) 236 3535<br />

Facsimile +1(441) 236 8043<br />

Email: ebbda-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Miami<br />

500 Brickell Key Drive, Miami<br />

Florida 33131, USA<br />

Telephone +1(305) 913 8288<br />

Facsimile +1(305) 913 8300<br />

Email: momia-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, New York<br />

80 Columbus Circle at 60th Street<br />

New York, New York 10023, USA<br />

Telephone +1(212) 805 8800<br />

Facsimile +1(212) 805 8888<br />

Email: monyc-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong> Riviera Maya, Mexico<br />

Km. 298.8 Carretera #307, Playa del Carmen<br />

Quintana Roo, Mexico 77710<br />

Telephone +152(984) 877 3880<br />

Facsimile +152 (984) 877 3288<br />

Email: mocun-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, San Francisco<br />

222 Sansome Street, San Francisco<br />

California 94104-2792, USA<br />

Telephone +1(415) 276 9888<br />

Facsimile +1(415) 433 0289<br />

Email: mosfo-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Washington D.C.<br />

1330 Maryland Avenue, SW<br />

Washington D.C. 20024, USA<br />

Telephone +1(202) 554 8588<br />

Facsimile +1(202) 554 8999<br />

Email: mowas-reservations@mohg.com<br />

<strong>Mandarin</strong> <strong>Oriental</strong>, Boston (2008)<br />

776 Boylston Street, Boston<br />

Massachusetts 02116, USA<br />

Telephone +1(617) 531 0888<br />

Facsimile +1(617) 531 0889<br />

Email: mobos-sales@mohg.com<br />

<strong>Annual</strong> <strong>Report</strong> 2007 85


Sales and Reservations Offices<br />

<strong>Mandarin</strong> <strong>Oriental</strong> <strong>Hotel</strong> <strong>Group</strong><br />

Sales Offices<br />

Asia-Pacific<br />

5/F, 281 Gloucester Road, Causeway Bay, Hong Kong<br />

Telephone +852 2895 9278<br />

Facsimile +852 2837 3518<br />

China<br />

Room 529, China World Trade Centre, Tower 1<br />

No. 1 Jian Guo Men Wai Avenue<br />

Beijing 100004, China<br />

Telephone +86(10) 6505 2806<br />

Facsimile +86(10) 6505 5205<br />

c/o Jardine Matheson (China) Ltd<br />

Room 2406, Block B, Centre Plaza<br />

161 Lin He Xi Road, Tian He District<br />

Guangzhou 510620, China<br />

Telephone +86(20) 3831 0798<br />

Facsimile +86(20) 3831 0789<br />

Room 1109B, Bund Center, 222 Yan An Road East<br />

Huang Pu District, Shanghai 200002, China<br />

Telephone +86(21) 6335 1800<br />

Facsimile +86(21) 6335 2567<br />

Japan<br />

8F, Sengoku Building 2-4-15<br />

Nihonbashi Muromachi<br />

Chuo-ku, Tokyo 103-0022 Japan<br />

Telephone +81(3) 3231 2920<br />

Facsimile +81(3) 3231 2925<br />

Singapore<br />

5 Raffles Avenue<br />

Marina Square, Singapore 039797<br />

Telephone +65 6339 8811<br />

Facsimile +65 6339 0597<br />

86 <strong>Mandarin</strong> <strong>Oriental</strong> International Limited<br />

Germany<br />

Dreieichstrasse 59<br />

D-60594 Frankfurt am Main, Germany<br />

Telephone +49(69) 610 631<br />

Facsimile +49(69) 610 635<br />

United Kingdom / Southern Europe<br />

Buchanan House, 3, St. James’s Square<br />

London SW1Y 4JU, UK<br />

Telephone +44(0) 20 7766 3680<br />

Facsimile +44(0) 20 7766 3688<br />

United States<br />

3016 NE 49th Street<br />

Fort Lauderdale, FL 33308, USA<br />

Telephone +1(954) 489 9250<br />

Facsimile +1(954) 489 9256<br />

31510 Red Mill Drive<br />

Lewes, DE 19958, USA<br />

Telephone +1(703) 671 0660<br />

Facsimile +1(703) 997 0655<br />

9841 Airport Boulevard, Suite 822<br />

Los Angeles, CA 90045, USA<br />

Telephone +1(310) 670 6422<br />

Facsimile +1(310) 670 6648<br />

509 Madison Avenue, Suite 1800<br />

New York, NY 10022, USA<br />

Telephone +1(212) 207 8880<br />

Facsimile +1(212) 207 8886<br />

345 California Street<br />

San Francisco, CA 94104, USA<br />

Telephone +1(415) 772 8831<br />

Facsimile +1(415) 782 3378


<strong>Mandarin</strong> <strong>Oriental</strong><br />

<strong>Hotel</strong> <strong>Group</strong><br />

Reservations Offices<br />

www.mandarinoriental.com<br />

Asia-Pacific<br />

Australia<br />

Tollfree 1 800 123 693<br />

China<br />

Tollfree 10 800 852 0241<br />

Facsimile free 10 800 852 0242<br />

Dubai<br />

Tollfree 800 065 0539<br />

Hong Kong<br />

Telephone +852 2881 1288<br />

Facsimile +852 2577 7543<br />

Indonesia<br />

Tollfree 001 803 65 6520<br />

Facsimile free 001 803 65 6521<br />

Japan<br />

Tollfree 0120 663 230<br />

Malaysia<br />

Tollfree 00 800 2828 3838<br />

Facsimile free 00 800 2828 6868<br />

New Zealand<br />

Tollfree 00 800 2828 3838<br />

Singapore<br />

Telephone +65 6222 4722<br />

Facsimile +65 6227 1087<br />

Taiwan<br />

Tollfree 00 800 2828 3838<br />

Facsimile free 00 800 2828 6868<br />

Thailand<br />

Facsimile free 001 800 2828 6868<br />

Europe<br />

Austria<br />

Tollfree 00 800 2828 3838<br />

Belgium<br />

Tollfree 00 800 2828 3838<br />

France<br />

Tollfree 00 800 2828 3838<br />

Germany<br />

Tollfree 00 800 2828 3838<br />

Italy<br />

Tollfree 00 800 2828 3838<br />

Netherlands<br />

Tollfree 00 800 2828 3838<br />

Spain<br />

Tollfree 00 800 2828 3838<br />

Switzerland<br />

Tollfree 00 800 2828 3838<br />

United Kingdom<br />

Tollfree 00 800 2828 3838<br />

For other European countries<br />

Telephone +49(69) 6641 9614<br />

United States, Canada<br />

& Central America<br />

Mexico<br />

Tollfree 001 (800) 526 6566<br />

USA / Canada<br />

Tollfree 1 800 526 6567<br />

South America<br />

Argentina (North)<br />

Tollfree 0 800 555 4288<br />

then dial 877 714 0587<br />

Argentina (South)<br />

Tollfree 0 800 222 1288<br />

then dial 877 714 0587<br />

Brazil<br />

Tollfree 0800 891 3578<br />

<strong>Annual</strong> <strong>Report</strong> 2007 87


Designed by Sedgwick Richardson

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